CONSTITUTION South West Museum Development Partnership Background: In response to an opportunity for Museum Development funding from Arts Council England, a partnership was formed to apply for and manage that funding. The partnership arrangement was set out in a Memorandum of Agreement, signed by the founder bodies and this should be read in conjunction with this Constitution. It was agreed that Bristol City Council Museums, Archives and Galleries Service would be the formal applicant for the Grant and enter into Contract with Arts Council England if successful. The other founding members are: the South Western Federation of Museums & Art Galleries, Royal Albert Memorial Museum Exeter, Plymouth City Museum & Art Gallery and representation from the SW Leisure Officers Group Name of Organisation: South West Museum Development Partnership Vision Working in partnership to provide the best museum development support package anywhere in the UK to maximise the benefits of museums to audiences and communities. Aims and Objectives Establish, review and sustain meaningful and effective partnership arrangements with local authorities, museums, sector organisations and other bodies to co-ordinate and/or lead Museum Development functions in the historic counties of Bristol, Cornwall, Devon, Dorset, Gloucestershire, Somerset and Wiltshire ( the South West); Plan, co-ordinate and deliver professional museum development support and services across the South West; Align activities with the key aims and objectives of significant funding partners – in particular the 5 Goals of Arts Council England set out in “ Culture, knowledge and understanding: great museums and libraries for everyone.”; Respond to evidence based local needs and priorities with a set of support services, activities, small grants and other mechanisms delivered within available resources; Work with Local Authorities to support their museum activities, maintain their commitment, financial and other contributions to museum services and development; Give core museum skills, workforce and volunteering skills development high priority in programme investment; Provide clear online communications and information and thereby encourage networking and sharing of best practice; 1 Secure funds and other resources to enable the Partnership to meet these aims and objectives; Evaluate the impact of its investment in museum development to establish and argue the case for ongoing investment beyond the current funding cycle; Conduct its business and deliver the Museum Development Programme in an open, inclusive and accountable manner. Powers This Constitution takes a lead from the Museum Development Partnership Agreement Memorandum of Understanding and this section should be read within that context. In particular, Bristol City Council and/or any successor holds the funding contract with Arts Council England and thereby has a range of contractual and legal liabilities. Where additional funding is secured, similar legal and contractual liabilities may arise which “overrule” this Constitution. The Partnership has the following powers: Raise funding; Enter into Service Level Agreements with Local Authorities for the delivery of museum development services; Devise, implement and deliver Museum Development activities; Develop annual regional and sub regional plans; Set an annual budget and authorise payments; Authorise individual partner organisations to hold and administer funds on behalf of the Partnership; Monitor and manage performance of the delivery of the MD Programme; Recruit volunteers and partners; Allocate small grants within agreed budgets; Commission and publish research; Commission support services; Research and develop strategies and plans; Convene meetings and implement consultation activities; Conduct an annual review of Board performance; Review and agree changes to the Constitution, powers and working arrangements of the Board subject to a two thirds majority Board vote; Dissolve the Partnership in accordance with the procedures set out. Membership Unless otherwise agreed, the Partnership Board will dissolve when ACE funding ceases in April 2015 and all final reports and obligations to ACE have been met. The Partnership will operate as an Executive Board, adhering to the 7 principles of public life and will comprise: One representative of each of the major partner funded museums in the South West – Bristol, Exeter and Plymouth Two representatives of the South Western Federation of Museums & Art Galleries at least one of whom will be the Chair or Vice Chair of that organisation; 2 Up to 3 representatives of the South West Local Authorities Cultural Partnership to be nominated by them; One representative of the Association of Independent Museums to be nominated by them. Members may be removed from the Partnership subject to due consideration by a simple majority vote of the Partnership. Additional or replacement Board Members may be invited to join the Board at any time subject to due consideration and a simple majority vote of the Board. Ex officio* attendance: Arts Council England Relationship Manager; Employees funded by any grants received eg: the MD Central Team employed by Bristol CC; One representative of the Museum Development Officer network nominated by them annually. If no nomination is forthcoming, the Board may identify an individual to perform this role for up to 12 months at a time; Anyone else agreed from time to time by the Board. *Ex officio means that whilst the individual may attend and contribute to discussions and deliberations however they will not take any part in final decision making Board roles and responsibilities The Board will meet at least quarterly; Board members are required to attend at least 75% of all meetings but may send a suitable substitute; The Board will be chaired by the current Chair or Vice Chair of the South Western Federation of Museums and Art Galleries; Any Board member may resign giving one month’s notice; Each Board member will have one vote on any decision arising; If necessary, decisions will be made by a simple majority vote. In the event of stalemate, the Chair will have a casting vote; Board members may be required to lead specific pieces or strands of work and/or represent the Partnership; It is not proposed that members may claim expenses for attending meetings though due consideration may be given by the Board in particularly difficult individual circumstances. Meetings The Board will be serviced and meetings supported by paid employees of the Central Team, currently employed by Bristol City Council; Meetings will be quorate when at least 50% of the Board members or their representatives are present; An annual programme of regular meeting dates will be established; 3 All papers will, except in exceptional circumstances, be sent out with the Agenda in an agreed format no less than 3 working days before each meeting; A single official minute of the meeting will be prepared and circulated as quickly as possible after the meeting; Voting will be by a show of hands or by e mail/in writing between meetings; Each Agenda will seek declarations of any Conflicts of Interest which may arise as a result of the contents of the meeting. Individuals (Board Members and ex officio attendees) will be required to declare any actual or potential conflicts of interest at the beginning of the meeting. This will be recorded in the minutes of the meeting and the Board Member will take no part in decision making for that agenda item. In particularly sensitive cases, they may be asked to leave the meeting whilst the matter is considered; Additional or special meetings may be arranged by any Board member supported by at least one third of other Board Members at any time giving at least 2 weeks notice. Finance Any grants or funding will be held and administered by one of the Board Partners. In the case of the ACE grant this is Bristol City Council who also employ the Central Team ( Programme Manager; Admin Support Officer); Generally, the Standing Orders and Financial Regulations of the holding body will apply; To facilitate efficient and effective working, the Programme Manager will have delegated authority to spend or commit up to £5000 subject to the prior agreement in writing ( including e mail) of the Chair and the Bristol City Council Board Member; The Chair and BCC Board Member are also authorised to commit resources of up to £10,000 between meetings and will seek to consult other Board Members before doing so. A full report of any such actions will be delivered at the subsequent Board Meeting; Any matters requiring commitment of funding beyond £10,000 but between Board Meetings will be subject to full Board consultation and majority agreement in writing (including e mail). Dissolution of the Partnership Unless otherwise agreed, the Partnership Board will dissolve when ACE funding ceases in April 2015 and all final reports and obligations to ACE have been met; If it becomes necessary to dissolve the Partnership prior to that date, a special meeting will be called with at least 2 weeks notice. Normal quorum and voting arrangements will apply to any decision; Should the Board hold any funding or assets at that time, these will be distributed in consultation with the relevant funding bodies. Any funding or assets held by Members on behalf of the Board will be distributed in accordance with the funding terms and conditions and/or the holding bodies’ financial regulations. 4 This Constitution was agreed by the Partnership Board on 12 February 2013. Signed: Chair of the Partnership Board Date: 9th April 2013 5