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Constitution

Milton Keynes Society of Artists Constitution
1 NAME
The name of the group shall be the MILTON KEYNES SOCIETY OF ARTISTS, hereinafter called “MKSA” or “the Society”.

2 AIM
The aim of MKSA shall be to further the interests, participation and practices in Art and the Art World among the inhabitants of Milton Keynes and the surrounding areas.

3 OBJECTS
a) To act as a co-ordinating body for individuals, both amateur and professional, in the furtherance of activities which promote the aims of the society and to provide a liaison between such individuals.
b) To raise funds for the purchase of materials, premises, travel and resources for furthering the development of members’ activities.
c) To present or assist in presenting Art Exhibitions of society work, lectures and other art events.
d) To provide a means for bringing to the attention of the inhabitants of the area the work of creative artists of all fields of the creative arts.
e) To do all such things as are necessary to the attainment of the foregoing objects.

4 MEMBERSHIP
a) Membership shall be open to any individual interested in the aims of the MKSA. The Society may invite persons with special knowledge or experience to serve on the Society or its committee in a consultative capacity, but such persons shall not be entitled to vote.
b) No person shall be refused membership on the grounds of race, ethnic origin, religion, sexual orientation, impairment or disability.
c) The Committee may expel from the Society, or refuse to renew the annual membership of, any member who has, in the opinion of the Committee, been guilty of any conduct derogatory to the character, or prejudicial to the interest, of the Society.
d) If the Committee passes a resolution to expel a member, or to refuses to renew membership (as in (c) above), that member will be notified in writing by the Secretary within 7 days. The member may address the Committee at a meeting within a reasonable time after the date of the written notification, in order to appeal against the decision. The full Committee will vote (if necessary by secret ballot) and the majority decision will be final.

5 OFFICERS
The following officers shall be elected from the Society at the Annual General Meeting.
a) Chairman.
b) Vice-Chairman.
c) Secretary.
d) Treasurer.

6 THE EXECUTIVE COMMITTEE
There shall be an executive committee (hereinafter called “The Committee”) whose duty it shall be to carry out the general policy of the Society and, subject to any conditions imposed from time to time by the Society, to provide for the administration, management and control of the affairs and property of the group (a quorum of the Committee consists of more than half of the full Committee).
a) Members of the committee shall be elected at the Annual General Meeting and shall hold office until the end of the next Annual General Meeting. (Members elected to the Committee must have been fully paid up ordinary members for at least six months prior to election).
b) Casual vacancies shall be filled by the Committee until the next Annual General Meeting.
c) The Chairman and Vice-Chairman shall ipso facto fill the same offices on the Committee.
d) In addition to the elected members and ex officio members, the Committee may co-opt not more than 3 members.
e) A record shall be kept of attendance at committee meetings and shall be available to the Members at the Annual General Meeting. If a committee member fails to attend meetings for a period of one quarter without legitimate reason, that member is taken off the Committee.
f) i) At least five members of the Society may request, in writing to the Chairman, Secretary or Vice-Chairman, a motion of no confidence in a member of the Committee. On receipt of the request the Committee shall convene and vote on whether said member should be removed, with immediate effect, from the Committee. A vote for removal shall require a majority of the full Committee.
ii) If the Committee member objects to the removal decision he/she will have the right to request a vote of the members, at an AGM or EGM, on whether he/she should be reinstated as a Committee member.


7 MEETINGS
a) The Society shall meet at least eleven times a year.
b) The Annual General Meeting (AGM) shall be held within 3 months of the Society fiscal year end at a time and place the Society shall determine. At least twenty-one days clear notice shall be given by the Secretary to the members. Other meetings of MKSA shall be held at such times as may be determined by the Society.
c) An Extraordinary General Meeting (EGM) of the Society shall be called at fourteen days clear notice in writing, upon the written demand of 25% of its members or by the Chairman or by the Executive Committee.
d) At the Annual General Meeting the business shall include:
the election of Officers (which includes the election of the Committee);
the appointment of auditors;
the consideration of the Annual Audited Accounts.
e) Election shall be by a simple majority determined by a show of hands, unless a motion is accepted that a secret ballot is more appropriate. The retiring Chairman shall appoint tellers in this case.

8 QUORUM
The quorum at an Annual General Meeting or an Extraordinary General Meeting of MKSA shall be one tenth of the members of the Society.

9 FINANCE
a) MKSA shall have the power to raise money by means of membership fees, subscriptions from individuals, donations or legacies, grants in aid from statutory bodies, loans and from other sources.
b) The income and property of MKSA, whencesoever derived, shall be solely applied towards the promotion of the purposes of the Society as set forth in this Constitution and no proportion thereof shall be paid or transferred directly or indirectly by way of dividend, bonus or otherwise howsoever by way of profit to any member of the Society. Provided that nothing herein shall prevent the payment in good faith of reasonable and proper remuneration to any officer or employee of the Society or the repayment of out-of-pocket expenses.
c) All works that are sold at any MKSA exhibitions shall be subject to a commission donation to Society funds.
d) The Society may appoint a custodian trustee or a trust corporation of not less than three persons to hold any property held by or in trust for the Society or may, with the agreement of the official custodian for charities, transfer to him personal property (within the meaning of 16.2 of the Charities Act 1960) (updated?) so held and make applications for an order vesting him any property so held.

10 THE SOCIETY YEAR AND AUDIT
The Society Year (Fiscal Year) shall run from “1st October to 30th September”. Annual Accounts for each Fiscal Year shall be prepared and audited and made available at the AGM. The audit of the accounts may be carried out by a suitably qualified auditor or a member of MKSA who is not currently serving on the Executive Committee.


11 DISSOLUTION
MKSA may at any time be dissolved by a Resolution passed by two-thirds majority of those present and voting at a meeting of the Society of which at least 21 clear days notice shall have been given to all members of the Society. Such resolutions may give instructions for the disposal of any assets held by or in the name of the Society, provided that if any property remains after the satisfaction of all debts and liabilities, such property shall be applied and distributed in furtherance of the Arts.

12 ALTERATIONS TO THE CONSTITUTION
Alterations to the Constitution shall receive the consent of not less than half the members of the Group present and voting. A Resolution for the alteration of the Constitution shall be received by the Secretary at least twenty-one clear days before the meeting at which the resolution is to be brought forward.
At least fourteen clear days notice in writing of such a meeting shall be given by the Secretary to the members and shall include notice of the proposed alterations. Provided that no alteration to Clause 2 shall be made without the approval of the Court or of the Charity Commissioner or of any authority having charitable jurisdiction.

13 INTERPRETATION
The interpretation Act of 1889 shall apply for the interpretation of this Constitution as it applies for the interpretation of an Act of Parliament.
This Constitution was adopted at a meeting held on 26th October 1983. (Amended 1995 re financial year; further amendments November 2001; further amendment January 2008 re Quorum; revised November 2009; further revised November 2014.)

Originally Signed: Chariman: Elizabeth Gray King
Secretary: H Edwards