5. Financial Year
6. General Meetings
8. Executive Committee
11. Expenses of Administration
16. Winding Up
The Society is established for the public benefit for the following purposes in the area within the Wokingham Town Parish boundary as it currently stands, i.e. the area administered by Wokingham Town Council, which area shall hereinafter be referred to as "the area of benefit". Applications for grants from outside the area of benefit will be considered as appropriate when proper association of the applicant with Wokingham is clear. Should the Society receive and consider an application for a grant from outside the area of benefit but within the Wokingham District then as a matter of courtesy the Society will advise the local civic society, if one exists.
(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.
In furtherance of the said purposes but not otherwise the Society, through its Executive Committee, shall have the following powers: -
(1) To promote civic pride in the area of benefit.
(2) To promote research into subjects directly connected with the Objects of the Society and to publish the results of any such research.
(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 promote or assist in promoting activities of a charitable nature throughout the area of benefit.
(5) To publish papers, reports and other literature.
(6) 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.
(7) To hold meetings, lectures and exhibitions.
(8) To educate public opinion and to give advice and information.
(9) 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.
(10) To acquire, by purchase, gift or otherwise, property whether subject to any special trust or not
(11) 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.
(12) 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.
(13) To do all such other lawful things as are necessary for the attainment of the said purposes.
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Membership Membership of the Society shall be open to all who support the Objects of the Society.
There shall be four types of membership: -
(i) Individual Annual Membership. Available to eligible individuals on payment of the individual annual membership subscription in force at that time and valid until the end of the membership year.
(ii) Individual Life Membership. Available to eligible individuals on payment of the life membership subscription in force at that time.
(iii) Household Annual Membership. Available to households on payment of the household annual membership subscription in force at that time and valid until the end of the membership year. For the purposes of Household Membership, "household" is defined as "two adults and up to three children under the age of sixteen sharing the same address".
(iv) Corporate Annual Membership. Available to companies and organisations based in the Wokingham area on payment of the corporate annual membership subscription in force at that time and valid until the end of the membership year.
The membership year shall start on 1st January and end on 31st December.
Annual Membership shall lapse if the subscription is unpaid three months after the start of the membership year.
Life and Individual Members shall have the right to cast a vote at General Meetings of the Society. Household Membership shall carry voting rights for two adult members of the household. Voting rights shall only be exercised by Members attending General Meetings in person. Corporate Members shall have no voting rights.
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6. General Meetings
There shall be two types of General Meetings of the Society - Annual General Meetings and Special General Meetings - to which all Members of the Society shall be invited.
The Executive Committee shall convene an Annual General Meeting of the Society in or about October of each year to present the Executive Committee's report and financial statement for approval and to elect the Executive Committee of the Society.
Special General Meetings of the Society shall be held at the determination of the Executive Committee of the Society or at the request of 15 or more Members of the Society in writing to the Honorary Secretary of the Society.
At least 14 days' notice shall be given for any General Meeting of the Society.
15 Members personally present shall constitute a quorum for any General Meeting of the Society.
The Chairman, or in his/her absence the Vice-Chairman or another of the Honorary Officers (to be chosen if more than one are present by agreement between them), shall preside at any General Meeting of the Society.
Save as otherwise herein provided all questions arising at any General Meeting of the Society shall be determined by a simple majority of those present and voting. In the case of equality of votes the (acting) Chairman of the Meeting shall have a second or casting vote.
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Nominations for the election of Officers of the Society shall be made at or before the Annual General Meeting. Such nominations shall be in writing supported by a seconder, and the consent of the proposed nominee who must be a Member of the Society must first have been obtained. The election of Officers shall be completed prior to the election of further Executive Committee members.
The Officers of the Society shall consist of:
Chairman, Vice-Chairman, Honorary Secretary, Membership Secretary & Honorary Treasurer.
The Officers shall relinquish their office every year and shall be eligible for re-election at the Annual General Meeting.
A President and Vice-Presidents may also be elected at a General Meeting of the Society, for periods to be decided at such Meeting.
8. Executive Committee
The Executive Committee of the Society shall consist of the Officers of the Society and not more than 10 further Members. The Executive Committee shall have power to co-opt further Members (who shall attend in an advisory and non-voting capacity).
Nominations for election to the Executive Committee shall be made at or before the Annual General Meeting. Such nominations shall be in writing supported by a seconder, and the consent of the proposed nominee who must be a Member of the Society must first have been obtained. If the nominations exceed the number of vacancies, a ballot shall take place at the Annual General Meeting.
The Executive Committee shall meet on a regular basis and shall be responsible for running the affairs of the Society, and can take decisions on its behalf. The Executive Committee shall be the Trustees of The Wokingham Society. A quorum for Meetings of the Executive Committee shall consist of five voting Members including at least one Officer of the Society. The President and Vice-Presidents may attend Meetings of the Executive Committee but may not vote at such Meetings.
Any individual member or corporate member of the Society may attend a meeting of the Trustees either by invitation from the Hon Secretary of the Society or by asking him/her for permission to attend such a meeting. They will not have a vote at any meeting they attend and may be asked to withdraw if confidential matters are under discussion.
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The Honorary Treasurer shall, with the consent of the Executive Committee, open such bank accounts in the name of the Society as are deemed necessary to deposit the funds of the Society.
Bank mandates shall stipulate that all instructions have to be signed by two of the authorised signatories. All authorised signatories have to be members of the Executive Committee.
The Executive Committee shall, after payment of all proper expenses, use the residue of monies received by the Society as it thinks fit for or towards the Objects of the Society.
If the monies available exceed £100,000 the Executive Committee shall prepare and document a Spend Policy. The Executive Committee shall review the Spend Policy as and when it thinks fit and at least once a year. The Spend Policy shall be discussed, and if thought fit approved, at Annual General Meetings.
All monies at any time belonging to the Society and not required for immediate application for its Objects, shall be invested by the Executive Committee upon such investments, securities or property as it may think fit but that monies subject or representing property, subject to the jurisdiction of the Charity Commission for England and Wales or of the Minister of Education, shall only be invested in such securities as may for the time being be prescribed by law.
If the monies available exceed £100,000 the Executive Committee shall prepare and document an Investment Policy. The Executive Committee shall review the Investment Policy as and when it thinks fit and at least once a year.
If the monies available exceed £100,000 the Executive Committee may if it deems appropriate employ an independent Investment Manager to help it to prepare and implement the Investment Policy.
If an Investment Manager is required the Investment Manager shall be (re-)appointed at the Annual General Meeting of the Society.
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In accordance with the provisions of the Charity Commission for England and Wales the Executive Committee shall employ, as and when required, an independent qualified Auditor to audit the annual accounts of the Society and to prepare an annual financial report. The audit shall be carried out in accordance with the recommendations of the Charity Commission for England and Wales.
If an Auditor is required the Auditor shall be (re-)appointed at the Annual General Meeting of the Society.
The Constitution of the Society may be amended by a two-thirds majority of Members present at an Annual or Special General Meeting of the Society, provided that 14 days' notice of the proposed amendment has been sent to all Members, and provided that nothing herein contained shall authorise any amendment permitting the expenditure of funds of the Society on any Object which is not a charitable object of law.
16. Winding Up
A proposal to wind up the Society shall be presented at an Annual or Special General Meeting of the Society, provided that 14 days' notice of the proposal has been sent to all Members. The decision to dissolve the Society shall require the assent of two-thirds of the Members present and voting.
In the event of the winding-up of the Society, the available funds of the Society shall be transferred to such one or more charitable bodies having Objects similar to or reasonably similar to those herein before declared, as may be chosen by the Executive Committee and approved by the Charity Commission for England and Wales.
Constitution as agreed at a General Meeting of The Wokingham Society held on 16th October 2002.
Constitution as amended at the Annual General Meeting of the Wokingham Society held on Wednesday November 19th, 2008.
Constitution as amended at the Annual General Meeting of the Wokingham Society held on Wednesday November 16th, 2011.