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Constitution

1. NAME:
The name of the Society shall be The Round Hill Society

2. OBJECTS:
The Society is established for the public benefit for the following purposes in the area comprising the Round Hill Conservation Area and that part of the north side of Upper Lewes Road between Wakefield Road and the eastern end of Roundhill Crescent. This area shall hereinafter be referred to as "the area of benefit".
(i) To promote high standards of planning and architecture in or affecting the area of benefit.
(ii) To educate the public in the geography, history, natural history and architecture of the area of benefit.
(iii) To secure the preservation, protection, development and improvement of features of historic or public interest in the area of benefit.
(iv) To promote high standards of environmental quality with particular regard to traffic issues, streetscape, signage, street cleaning and street trees in the area of benefit.
(v) To promote civic pride and a sense of community within the area of benefit.

In furtherance of the said purposes but not otherwise the Society through its Executive Committee shall have the following powers:
1. To submit to the relevant Council committee suggestions for action to be taken to preserve or enhance the character or appearance of the area of benefit and to encourage societies and individuals voluntarily to enhance their local environment.
2. To act as a continuing source of advice on major planning and other applications which could affect the character of conservation areas and/or buildings of architectural or historic interest.
3. To act as a co-ordinating body and to co-operate with the local authorities, planning committees, and all other statutory authorities, voluntary organisations, charities and persons having aims similar to those of the Society.
4. To assist in the development and formulation of policies to enhance and protect conservation areas and buildings of architectural or historic interest.
5. To promote research into subjects directly connected with the objects of the Society and to publish the results of any such research.
6. To hold meetings, lectures and exhibitions.
7. To educate public opinion and to give advice and information.
8. To promote or assist in promoting activities fostering community spirit throughout the area of benefit.
9. To make surveys and prepare maps and plans and collect information in relation to any place, erection or building of beauty or historic interest within the area of benefit.
10. To publish papers, reports and other literature.
11. To raise funds and to invite and receive contributions from any person or persons whatsoever by way of subscription, donation and otherwise; provided that the Society shall not undertake any permanent trading activities in raising funds for its primary purpose.
12. To acquire, by purchase, gift or otherwise, property whether subject to any special trust or not.
13. Subject to such consents as may be required by law, to sell, let, mortgage, dispose of or turn to account all or any of the property or funds of the Society as shall be necessary.
14. Subject to such consents as may be required by law, to borrow or raise money for the purposes of the Society on such terms and on such security as the Executive Committee shall think fit, but so that the liability of individual members of the Society shall in no case extend beyond the amount of their respective annual subscriptions.
15. To do all such other lawful things as are necessary for the attainment of the said purposes.

3. MEMBERSHIP:
This section was deleted following a vote at the 2002 AGM where it was agreed that all households in the designated area of benefit would be members
4. SUBSCRIPTIONS:
This section was deleted following the vote at the AGM 2002.

5. MEETINGS:
An Annual General Meeting shall be held in or about September of each year to receive the Executive Committee's report and audited accounts and elect Officers and Members of the Committee. The Committee shall decide when meetings of the Society shall be held. Special General Meetings of the Society shall be held at the written request of fifteen or more members whose subscriptions are fully paid up.
Five members and three executive committee members personally present shall constitute a quorum for a meeting of the society.
The Committee shall give at least 7 days notice to members of all Meetings of the Society.

6. OFFICERS:
Nominations for the election of Officers shall be made in writing to the Honorary Secretary at least 14 days before the Annual General Meeting. Such nominations shall be supported by a seconder and the consent of the proposed nominee must first have been obtained. The elections of Officers shall be completed prior to the election of further Committee members. Nominees for election as Officers or Committee members 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 Society.

The Officers of the Society shall consist of:
Chairman
Vice Chairman
Honorary Secretary
Honorary Treasurer
Membership Secretary
all of whom shall relinquish their office every year and shall be eligible for re-election at the Annual General Meeting. The Executive Committee shall have the power to fill casual vacancies occurring among the Officers of the Society.

7. THE EXECUTIVE COMMITTEE:
The Executive Committee shall consist of the Officers and not more than four [see footnote 2 below] other members. The Committee shall have power to co-opt further members (who shall attend in an advisory and non-voting capacity). In the event of an equality in the votes cast, the Chairman shall have a second or casting vote. Nominations for election to the Executive Committee shall be made in writing to the Honorary Secretary at least 14 days before the Annual General Meeting. They must be supported by a seconder and the consent of the proposed nominee must first have been obtained. If the nominations exceed the number of vacancies, a ballot shall take place in such manner as shall be determined. Members of the Executive Committee shall be elected annually at the Annual General Meeting of the Society, and outgoing members may be re-elected. The Executive Committee shall meet not less than six times a year at intervals of not more than two months and the Honorary Secretary shall give all members not less than seven days' notice of each meeting. The quorum shall comprise one third of the members of the Executive Committee. The Executive Committee shall have the power to fil up to three casual vacancies occurring among the members of the Executive Committee between General Meetings.

8. SUB-COMMITTEES:
The Executive Committee may constitute such sub-committees from time to time as shall be considered necessary for such purposes as shall be thought fit. The Chairman and Secretary of each sub-committee shall be appointed by the Executive Committee and all actions and proceedings of each sub-committee shall be reported to and be confirmed by the Executive Committee as soon as possible. Members of the Executive Committee may be members of any sub-committee and membership of a sub-committee shall be no bar to appointment to membership of a sub-committee. Sub-committees shall be subordinate to and may be regulated or dissolved by the Executive Committee.

9. DECLARATION OF INTEREST:
It shall be the duty of every member who is in any way, directly or indirectly interested financially or professionally in any item discussed at any meeting of the Society (including any meeting of any Committee or Sub-Committee) at which he or she may be present to declare such interest and he or she shall not discuss such item (except by invitation of the Chairman) or vote thereon.

10. EXPENSES OF ADMINISTRATION AND APPLICATION OF FUNDS:
The Executive Committee shall, out of the funds of the Society pay all proper expenses of administration and management of the Society. 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 Society shall be applied by the Executive Committee in furtherance of the purposes of the Society.

11. INVESTMENT:
All moneys at any time belonging to the Society and not required for immediate application for its purposes shall be invested by the Executive Committee in or upon such investment, securities, or property as it may think fit, subject nevertheless to such authority, approval or consent by any special trusts affecting any property in the hands of the Executive Committee.

12. TRUSTEES:
Any freehold and leasehold property acquired by the Society shall, and if the Executive Committee so directs any other property belonging to the Society may, be vested in trustees who shall deal with such property as the Executive Committee may from time to time direct. Any trustees shall be at least three in number or a trust corporation. The power of appointment of new trustees shall be vested in the Executive Committee. A trustee need not be a member of the Society but no person whose membership lapse by virtue of clause 4 hereof shall thereafter be qualified to act as a trustee unless and until re-appointed as such by the Executive Committee. The Honorary Secretary shall from time to time notify the trustees in writing of any amendment hereto and the trustees shall not be bound by any such amendments in their duties as trustees unless such notice has been given. The Society shall be bound to indemnify the trustees in their duties (including the proper charge of a trustee being a trust corporation) and liability under such indemnity shall be a proper administrative expense.

13. AMENDMENTS:
This Constitution may be amended by a two-thirds majority of members present at an Annual General Meeting or Special General Meeting of the Society provided that 28 days' notice of the proposed amendment has been given to all members.

14. NOTICES:
Any notice required to be given by this Constitution shall be deemed to be duly given if left at or sent by prepaid post addressed to the address of that member last notified to the Membership Secretary.

15. WINDING UP:
The Society may be dissolved by a two-thirds majority of members voting at an Annual General Meeting or Special General Meeting of the Society confirmed by a simple majority of members voting at a further Special General Meeting held not less than 14 days after the previous Meeting. If a motion for the dissolution of the Society 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. In the event of the dissolution of the Society the available funds of the Society shall be transferred to such one or more institutions having objects similar or reasonably similar to those herein before declared as shall be chosen by the Executive Committee and approved by the Meeting of the Society at which the decision to dissolve the Society is confirmed.

The above constitution was adopted by agreement of all nine executive committee members at a meeting held on 30th November 1999.

Footnote:

1. The number of additional members was changed to five at the Annual General Meeting held on 12 November 2001, the number was increased to 8 at the 2013 AGM.

This page was last updated by Ted on 15-Nov-2014
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