Constitution

U3A - The University of the Third Age

The following is the Constitution of the East Renfrewshire University of the Third Age, referred-to in this Constitution as 'The U3A' and incorporated as a Member of the Third Age Trust as an Unincorporated Association.  The Constitution of the East Renfrewshire U3A complies with that of the parent University of the Third Age in all respects.

1. Name

The name of the Group shall be "East Renfrewshire University of the Third Age" ("East Renfrewshire U3A").

2. Objects and Powers

2.1 Objects

The objects/objectives of the East Renfrewshire U3A are defined by the National Office of the University of the Third Age and are as follows:

(i)To advance the education of the Public, and in particular, that of middle-aged and older people who are not in full-time gainful employment within East Renfrewshire.

(ii)To provide the facilities for leisure time and recreational facilities with the object of improving the conditions of life for the above persons, in the interests of their Social Welfare.

2.2 Powers

In furtherance of the above, the East Renfrewshire U3A may:-

(i) Purchase, take on lease, or in exchange or hire, or otherwise acquire, and sell or dispose of, real or personal property and any rights and privileges which they may consider necessary for the promotion of the said objects, subject to such consents as may be required by law.

(ii) Publish books, pamphlets, reports, leaflets, journals, photographs, films, videos and instructional matter.

(iii) Found and operate schools and training courses, and run lectures, seminars, conferences and   courses.

(iv) Encourage and assist in the formation and operation of other area and regional groups of other U3As.

(v) Receive donations, endowments, sponsorship fees, subscriptions and legacies from persons           desiring to promote the objects of the U3A, and to hold funds in trust for the same.

(vi) Carry out any such lawful actions as may be necessary for the attainment of all or any of the above Objects.

3. Membership

3.1 All persons interested in supporting the Objectives of The Third Age Trust shall be admitted to  membership at the approval of the committee and upon payment of the annual subscription, as determined by the committee, provided that they agree to abide by the terms of this Constitution and any additional conditions properly imposed by the Committee.

The Committee may terminate the membership of any member if. . . . . . .

(i) there is any money owed to the U3A in respect of Membership or other fees, after the time lapse of  two (2) calendar months following the due date.

(ii) that Member acts in a way which is, or could be, prejudicial to the U3A or brings it into disrepute, provided that the individual concerned shall have the right to be heard by the Committee prior to a final decision being made.

4. Management

The Management of the East Renfrewshire U3A shall be vested in a Committee consisting of members whose duty it shall be to carry out its general policy and to provide for the administration, management and control of the affairs and property of the U3A.

4.1 (i) The committee shall consist of not less than five (5) and not more than twelve (12), (excluding those who are co-opted) members including the Chairperson, Vice-Chair, Secretary and Treasurer.   These four principal officers shall be appointed by the Committee at their first meeting.

(ii) Not more than four (4) ordinary members may be co-opted onto the Committee.  They shall have full voting rights and their term of office shall expire at the next following Annual General Meeting.   

(iii) Persons, who need not be Members, may be invited by the Committee to serve in a temporary basis in recognition of any special knowledge or expertise they may have.  They shall have no Voting Rights.

4.2 The election of members of the Committee shall be held at the Annual General Meetings of the East Renfrewshire U3A.

(i) A nomination to the Committee, having been duly vouched-for by his or her Proposer, shall be seconded and delivered in writing to the Secretary at least 21 days before the AGM, but under special circumstances nominations may be accepted by the Chairperson at the Annual General Meeting.  The Nominee may not vouch for him or herself.

(ii) The newly-elected Committee shall take office immediately on conclusion of the Annual General Meeting.

(iii) There shall be no less that four (4) full Committee meetings each year, these to be distributed at reasonably equal intervals throughout the year unless situations require otherwise.

(iv) Committee Members shall serve for a period of three (3) years but may stand for re-election immediately.

(v) Committee Members may resign office by giving not less than twenty-one (21) days notice in writing to the Secretary or Chairperson except under exceptional circumstances.  The Committee has the power to fill casual vacancies from the membership.  Such appointee shall complete the term of service of the member he or she is replacing and shall be eligible for re-election at the following Annual General Meeting.

(vi) At Committee meetings matters under discussion shall be decided by a simple majority of votes of the Committee members present.  In the case of an equality of votes the Chairperson shall have a second or casting vote.

(vii) The quorum for any Committee meeting shall be three (3) or one third of the Committee, whichever is the greater, and shall include at least one Principal Officer.

4.3 Special or Extraordinary Committee Meetings may be called at any time by the Chairperson or by any two (2) members of the Committee, upon seven (7) clear days notice being given to all the Committee Members of all matters to be discussed at such meeting.

4.4 The Committee may appoint sub-committees to which it may, from time to time, and for such duration as it may determine, delegate the transaction of such matters and the performance of such acts as it thinks fit and appropriate.  The Committee shall exercise supervision over the proceedings and acts of such sub-committees and shall report back to the full Committee as soon as possible on the results of any actions taken under such delegated powers.

4.5 The proceedings of the Committee shall not be invalidated by any defect in the appointment, election or co-option of any member of any Committee or sub-committee.

4.6 The Secretary shall ensure that minutes are maintained of all sub-committee, committee and general meetings.

5. Annual and Special General Meetings

5.1 The Annual General Meeting shall be held once each year and not later than 15 months after the preceding Annual General Meeting.   At least twenty-one (21) days notice shall be given in writing to all members.  A quorum shall be 10% of the paid-up members and shall include at least one Principal Officer.

The business of the Annual General Meeting shall include:-

(i) Receiving and approving the Annual Report.

(ii) Receiving and approving the independently-examined accounts.

(iii) Electing members of the Committee as required.

(iv) Appointing an independent examiner for the accounts.

(v) Considering proposals to alter the Constitution, subject to the requirements of Clause 9.

(vi) Considering any other business which has been published in the Agenda.

5.2 An Extraordinary General Meeting of East Renfrewshire U3A may be convened at any time by a resolution of the Committee, or upon a requisition signed by a minimum of one-fifth of the paid-up members, stating the object of the meeting.  A meeting held on such a requisition shall be called by the U3A Secretary, giving the other members fourteen (14) days notice of such meeting.    It shall be considered a quorum when 10% of the members are present, including at least one Principal Officer.

5.3 The Chairperson of the U3A shall assume the chair of any Committee or General Meeting at which he/she is present.  In his/her absence the members present shall elect a Chairperson for the meeting.  The Chairperson of the meeting shall have a second or casting vote.

5.4 Accidental omission to give notice of a meeting to any member shall not invalidate the proceedings of any Extraordinary General Meeting.

6. Finance

6.1 All the income and property of the U3A shall be applied solely towards the Objects of the U3A and none of it shall be paid or transferred in any way to its Committee members, provided that nothing herein shall prevent the payment, in good faith, of reasonable and proper remuneration to any officer or servant of the East Renfrewshire U3A (other than a Committee member) and repayment of out-of-pocket expenses to members, or Committee members, incurred in the course of the work of the U3A.  A bank or Building Society account shall be opened in the name of East Renfrewshire U3A and withdrawals shall be made on the signature of two Committee members, one of whom shall be a Principal Officer.

6.2 The U3A shall have the power to collect and accept donations, and to issue appeals for donations, and to raise money by bequests and otherwise.  Any such monies raised and received may be retained by the U3A and be used at the discretion of the Committee.

6.3 The financial year of the U3A shall end on 31st March each year and the Annual General meeting shall be convened not later that eight (8) weeks after this date for the purpose of receiving the Annual Report and independently-examined accounts.

6.4 The Committee may appoint employees, either permanently or on fixed-term contracts, who are not members of the U3A, as may from time to time be necessary for carrying out the work of the U3A, and may fix their Terms and Conditions of Employment.  For the purposes of employment law the Committee shall be the employer.  For purposes of employment the U3A shall be the employer.

6.5 All proper costs, charges and expenses incurred in the management of the U3A and membership of the Third Age Trust, may be defrayed from the funds of the U3A.

6.6 The Treasurer shall maintain accounts of all monies received and expended on behalf of the U3A and shall prepare and publish such accounts which shall be duly independently examined and presented at the Annual General meeting.  All monitory transactions shall be made through properly authorised accounts in accordance with directives of the Committee.

6.7 No Committee Member shall be chargeable, or held responsible, for loss caused by any thing or act done by, or omitted to have been done by, him/her, or any agent employed by him/her, or by any other Committee member, provided reasonable supervision has been exercised over such agent, or by reason of any mistake or omission made in good faith by any Committee member, or by reason of any other matter or thing, other than wilful and individual fraud or wrongdoings, or wrongful omission, on the part of the Committee member who is sought to be made liable.

7. Property

Any property of the East Renfrewshire U3A shall be vested in a Trustee or Trustees appointed for this purpose or, where the appointment of Trustees is not appropriate, shall be deemed to be held jointly by all members of the Committee.

8. Powers of the Committee

All matters not provided for in this Constitution relating to the East Renfrewshire U3A, and not involving an amendment to this Constitution, shall be dealt with by the Committee.

9. Alterations to the Constitution

The provisions of this Constitution, other than clauses 2 and 10, and this clause, may be amended with the assent of not less than two-thirds of the East Renfrewshire U3A members present and voting at an Extraordinary Meeting of the branch.  Twenty-one (21) clear days notice shall be given to members, stating the intention to put forward such a resolution and no other subjects other than that or those stated may be discussed.  No Amendment(s) shall be made which would cause the U3A to cease to be a charity.

10. Dissolution of the Branch

The East Renfrewshire U3A may at any time be dissolved by a Resolution, passed by a three-quarters majority of those paid-up members present and voting at any meeting of the said U3A.  At least twenty-one (21) clear days notice of such meeting shall be given in writing to all members, stating the intention to put forward such a resolution.  Again, no other subjects other than those stated in the notification may be discussed at such meeting.  Should any assets remain following the clearing of all debts and other liabilities, such assets held by, or in the name of, East Renfrewshire U3A, shall be transferred to the Third Age Trust Registered Charity No. 288007.

May, 2008