The Constitution of the Registered Charity
The name of the society shall be The Friends of Gunnersbury Park and Museum (hereinafter called “the Friends”).
The objects of the Friends shall be:
- for the public benefit to secure the preservation, protection and improvement of Gunnersbury Park and the buildings of historic interest therein,
- to advance the education of the public in the history, geography, natural history and architecture of the Park,
- to advance the education of the public by promoting, supporting, assisting and improving Gunnersbury Park Museum, and
- to provide, or assist in providing, facilities for recreation or other leisure-time occupations in the interest of the social welfare of the public.
In furtherance of the said objects and as ancillary thereto, the Friends shall have the following powers:
- to promote the improvement of communication between the Gunnersbury Park Joint Committee and the users of the Park and of the Museum, and to make representations to the appropriate authorities on any matter relating to the Park and to the Museum,
- to engage in, support and co-ordinate research, publishing, education, advertising and other work in furtherance of the above objects,
- to organise walks, lectures, exhibitions and meetings,
- 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 Friends shall not undertake any permanent trading activities in raising funds for its primary object,
- to acquire, by purchase, gift or otherwise, property whether of not subject to any special trust,
- to sell, let, mortgage, dispose of or turn to account all or any of the property or funds of the Friends as shall be necessary,
- to borrow or raise money for the objects of the Friends on such terms and on such security as the Executive committee shall think fit, but so that the liability of individual members of the Friends shall in no case extend beyond the amount of their respective annual subscriptions,
- to donate to the Gunnersbury Park Joint Committee , or such other body as may subsequently become responsible for the Park and Museum, such items and things as the Executive Committee after due consultation with the Gunnersbury Park Joint Committee shall from time to time think fit, and
- to do all such things as are necessary for the attainment of the said objects.
Membership shall be open to all who are interested in actively furthering the objects of the Friends. No member shall have the power to vote at any meeting of the Friends if his or her subscription is in arrears at the time.
Corporate members shall be such societies, associations, educational institutions or businesses as are interested in actively furthering the objects of the Friends. A corporate member shall appoint a representative to vote on its behalf at all meetings but before such a representative exercises his or here right to vote the corporate member shall give particulars in writing to the Honorary Secretary of the Friends.
The subscriptions of a member joining the Friends in the three months preceding 31 March in any year shall be regarded as covering membership for the Friends’ year commencing on 1 April following the date of joining.
The subscriptions shall be such sum as the Annual General Meeting shall determine, and it shall be payable on or before 1 April each year. Membership shall lapse if the subscription is unpaid three months after it is due.
An Annual General Meeting shall be held in or about April of each year to receive the Executive Committee’s report and audited accounts and to elect the Executive Committee. The Executive Committee shall decide when ordinary meetings of the Friends shall be held.
Special General Meetings of the Friends shall be held at the written request of 15 or more members whose subscriptions are fully paid up.
Fifteen members personally present shall constitute a quorum for a meeting of the Friends.
The Executive Committee shall give at least seven days’ notice to members of all meetings of the Friends.
The Executive Committee
The Executive Committee shall be responsible for the management and administration of the Friends.
Nominations for the election of the executive Committee shall be made in writing to the Honorary Secretary prior to the Annual General Meeting. Such nominations shall be support by a seconder and the consent of the proposed nominee must first have been obtained. Nominees for election 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. The members of the Executive Committee shall relinquish their office every year and shall be eligible for re-election at the Annual General Meeting.
The Officers of the Friends shall be a Chairman, Vice-Chairman, Honorary Secretary and Honorary Treasurer, who shall all be elected from among the members of the Executive Committee by the Executive Committee at their first meeting after the Annual General Meeting at which they were elected. A President and Vice-Presidents may also be elected at a General Meeting of the Friends for periods to be decided at such a meeting.
The Executive Committee shall consist of the Officers and not less than two and not more than eight others. If the nominations exceed the number of vacancies, a ballot shall take place in such manner as shall be determined by the Executive Committee.
The Executive Committee shall have the power to co-opt additional members as deemed necessary, but so that the number of Executive Committee members, including co-opted members, shall not exceed twelve.
The President and Vice-President may attend any meeting of the Executive Committee but shall not vote at any such meeting. In the event of an equality of the votes cast, the Chairman shall have a second or casting vote.
The executive Committee shall meet not less than six times per 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, as near as may be, comprise one half of the members of the Executive Committee.
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 the Executive Committee. Sub-committees shall be subordinate to and may be regulated or dissolved by the Executive Committee.
Declaration of Interest
It shall be the duty of every Officer or member of the Executive Committee, who is in any way directly or indirectly interested, financially or professionally, in any item discussed at any committee meeting at which he or she is present, to declare such interest, and he or she shall not discuss such items (except by invitation of the Chairman) or vote thereon.
Expenses of Administration and Application of Funds
The Executive Committee shall, out of the funds of the Friends, pay all proper expenses of administration and management of the Friends. After the payment of such 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.
All monies at any time belonging to the Friends and not required for immediate application for its objects shall be invested by the Executive Committee in or upon such investments, securities, or property as it may think fit, subject nevertheless to such authority, approval or consent by the Charity Commissioners as may for the time being be required by law or by the special trusts affecting any property in the hands of the Executive Committee.
Any freehold or leasehold property acquired by the Friends shall, and if the Executive Committee so directs, any other property belonging to the Friends, 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 trustees shall be vested in the Executive Committee. A trustee need not be a member of the Friends.
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 Friends shall be bound to indemnify the trustees in their duties as trustees (including the proper charge of a trustee being a trust corporation) and liability under such indemnity shall be a proper administrative expense.
Amendment to the constitution shall be made only at the Annual General Meeting or at a Special General Meeting of the members and notices of proposed changes shall be received in writing not less than 14 clear days before the Annual General Meeting or Special General Meeting. No amendment shall be made to the objects clause, the dissolution clause or this clause unless the approval in writing of the Charity Commissioners or other authority having charitable jurisdiction shall have been obtained; and no alterations shall be made which will have the effect of causing the Friends to cease to be a charity at law.
Any notice required to be given by these rules 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 Friends.
The Friends may be dissolved by a two-thirds majority of members voting at an Annual General Meeting or Special General Meeting of the Friends, 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 Friends is to be proposed at an Annual General Meeting or Special General Meeting, this motion shall be referred to specifically when notice of the Meeting is given.
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 those hereinbefore 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. On dissolution the minute books and other records of the Friends shall be deposited with the Civic Trust.