THE FRIENDS OF GUERNSEY HERITAGE
CONSTITUTION
NAME
1.
The name of the Association shall be The Friends of Guernsey Heritage. It is
hereinafter referred to as “The Friends”.
OBJECTS AND POWERS
2.
The objects of The Friends shall be to:
a) further the preservation of those Guernsey public museums, sites and other
properties and activities listed in the Appendix (hereinafter referred to as
“the Museums”) and the edification of the public by promotion, support,
assistance and improvement of the Museums in co-operation with the
relevant management and staff; and
b) unite all who desire to see the history of Guernsey and the Museums
preserved, restored and where appropriate displayed to the public.
3.
In furtherance of these objects, but not otherwise, The Friends may:
a) raise money and invite and receive contributions to be applied to the
objects of The Friends subject to clause 4;
b) generally further the charitable purposes of the Museums and encourage
the development of the facilities which they afford;
c) contribute to and assist in the preservation of the Museums
d) provide or improve or assist in providing or improving amenities within the
Museums;
e) promote, engage or assist in social, cultural, educational and other events
and activities for the benefit of the public and to publish literature and
promotional material in connection with The Friends’ objects;
f) contribute at the discretion of the Committee, towards the embellishment,
adornment, beautifying, decorating, furnishing and equipping of the
Museums;
g) subscribe to, contribute to and join or join with any other person, body,
trust or association, in furtherance of the objects;
h) engage in any other lawful activities to promote the said objects.
4.
The Friends shall not engage in any substantial permanent trading activities in
raising funds for its charitable objects and shall conform to any relevant
requirements of the law
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MEMBERSHIP
5.
There shall be seven categories of membership
Heritage Season Ticket Membership
6.
Heritage Season Ticket membership shall be open to anyone who holds a fully
paid up Heritage Season Ticket issued by the Guernsey Museums Service.
Group Membership
7.
Group membership shall be open to members of organised groups recognised
by the Committee.
Junior Membership
8.
Junior membership shall be open to anyone under the age of 19.
Institutional Membership
9.
Institutional membership shall be open to any formally constituted association,
society, school or college. Where any of the following provisions of this
Constitution refers to a member, in relation to institutional membership the
reference means a person or persons nominated by an institutional member to
act on its behalf.
Corporate Membership
10.
The Committee may admit to corporate membership any company or
business. Where any of the following provisions of this Constitution refers
to a member, in relation to corporate membership the reference means a
person nominated by a corporate member to act on its behalf.
Life Membership and Honorary Membership
11.
The Committee may admit to Life Membership or Honorary Membership
any person who meets the criteria for such membership as have been
established by the Committee.
12.
Holders of fully paid up Heritage Season Tickets shall automatically become
members unless they indicate otherwise. All other applications for
membership shall be made to the Secretary or other appropriate Officer of the
Association. The Committee may also invite persons, institutions and
companies to become members.
13.
At the motion of any member of the Committee, the Committee may be asked
to consider whether any person may be excluded or removed from membership
of The Friends. In such case, the person whose exclusion or removal is to be
considered shall have the right to be present at such hearing to make
representations at it. At the meeting, the member of the Committee so raising
the matter shall put the reasons for such proposed removal or exclusion with
the member having the right to respond thereon. The Committee shall, in the
absence of its member bringing the application, consider the case and then
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pronounce whether or not the member is to be excluded or removed but
without giving any reason therefor.
COMMITTEE - MEMBERSHIP
14.
The Committee shall consist of the following Honorary Officers and other
Members:
(a)
Chairman, who shall be responsible for ensuring that proper minutes of
all meetings are kept by the Secretary or any other appropriate person;
(b)
Vice-Chairman;
(c ) Secretary;
(d)
Treasurer;
(e)
Publicity Officer;
(f)
not more than five other Members.
15.
Every Member of the Committee including the aforementioned Officers shall
be elected at the Inaugural General Meeting or an Annual General Meeting
(AGM) to serve for a period of three years. Any Member of the Committee
including the aforementioned Officers shall be eligible for re-election, except
that no person shall serve continuously as Chairman for more than two three
year terms.
16.
Save for the Members of the Committee elected at the Inaugural General
Meeting, every elected Member of the Committee must be a member of The
Friends who has attained the age of 19 and for whom the current subscription
due has been paid. Members of the Committee elected at the Inaugural
General Meeting shall pay their subscriptions as soon as they become due.
17.
A nominated member of the professional staff of the Museums shall be, ex
officio, a non-voting Member of the Committee, without needing election
under Clause 15. An alternate will be permitted to attend in the nominated
member’s place.
18.
All voting Members of the Committee shall have one vote. In the event of a
tie, the Chairman shall have a second or casting vote.
COMMITTEE – POWERS AND DUTIES
19.
The Committee shall have the responsibility for the management and direction
of the funds and affairs of The Friends, and in particular (but without prejudice
to the generality of the foregoing) may:
(a)
subscribe to another organisation or body, and nominate any member of
The Friends to serve as its representative on that organisation or body;
(b)
pay the whole or part of reasonable and proper expenses of any Member
of the Committee in or about the execution of any function or duty on
behalf of The Friends;
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20.
(c)
make, and from time to time vary, Rules for The Friends which are not
inconsistent with this Constitution;
(d)
fill casual vacancies in its voting membership by co-options. Any person
so co-opted shall retire at the next AGM but shall be eligible for election;
(e)
delegate to one or more of the Members of the Committee the day to day
functions of the Friends including in respect of routine expenditure. One
or more sub-committees under the chairmanship of a Member of the
Committee may be formed by the Committee. Membership of a subcommittee shall not be restricted to Members of the Committee. All
decisions and actions taken under delegated authority shall be reported to
the Committee fully and promptly as agreed by the Committee provided
that the delegate or delegates shall not spend any funds of The Friends
otherwise than in accordance with a budget agreed by the Committee.
The Committee may, at its discretion, remove from the Committee any
Member who has missed three consecutive Committee meetings.
SUBSCRIPTIONS
21.
The rates of annual subscriptions for the different categories of membership of
The Friends shall be such sums as are set by vote at the Inaugural General
Meeting or at an AGM.
22.
Annual subscriptions for all members apart from Heritage Season Ticket
members shall become due on the first day of January each year. The first
annual subscription payable to The Friends shall be payable immediately in
respect of a year which has already commenced. Members whose
subscriptions are not paid by the start of the AGM shall forfeit their right to
vote. Members whose subscriptions payable to The Friends are twelve months
in arrears shall be automatically excluded from membership. Members, apart
from Heritage Season Ticket members, who join after 1 September shall have
their first year of membership extended to the end of December in the
following year.
FINANCE
23.
All funds and assets in the possession of The Friends shall be held, paid out
and applied as the Committee may direct in furtherance of the objects of The
Friends. Pending such direction all funds shall be held in a separate bank
account (or accounts) in the name of The Friends with such bankers as the
Committee may from time to time direct. The Treasurer shall have day to day
responsibility for the funds of The Friends and shall hold and manage those
funds as directed by the Committee.
24.
All cheques drawn on such bankers shall be signed by any two of the
Chairman, Vice-Chairman, Secretary or Treasurer. All documents requiring
endorsement shall be sufficiently endorsed if signed by any one of them.
25.
Such funds as are not required to be immediately available for meeting The
Friends’ liabilities may be invested in gilt-edged securities or on deposit with a
bank or building society, or in such other investments authorised by law for
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charities as the Committee may decide after taking such appropriate
professional advice as it considers necessary.
26.
Proper accounts shall be kept of the funds and property of The Friends. An
auditor or auditors, who need not be members of The Friends, shall be
appointed at the Inaugural General Meeting or the AGM provided that such an
auditor or auditors shall not be Members of the Committee. The Friends shall
adopt an accounting period ending on 30 June in each year.
MEETINGS
Annual General Meeting
27.
The AGM of The Friends, of which not less than 30 days’ notice shall be given
to all members by the Secretary, shall be held during the month of September
each year.
28.
The business of the AGM shall be:
(a)
to receive reports from the Chairman and Officers;
(b)
to receive and approve the annual accounts and to appoint Auditors for
the following year;
(c)
to elect the Officers and other Members of the Committee;
(d)
to set annual subscriptions for the following year;
(e)
to consider any other business of which due notice has been given in
writing to the Secretary not less than ten days before the date of the
meeting.
Other General Meetings
29.
An Inaugural General Meeting may be convened by the giving of not less than
21 days’ notice inviting members of the public to participate. A notice of the
meeting shall be published in the Guernsey Press. Members of the public
attending the Inaugural General Meeting are entitled to vote as if they are
members of the Friends. The business of the Inaugural General Meeting shall
be:
a)
to elect the Officers and other Members of the Committee;
b)
to set annual subscriptions for the first year;
c)
to consider any other business which the meeting agrees to consider.
Only one Inaugural General Meeting shall be held,
30.
The Committee may at any time, and shall within 28 days of receiving a
request in writing from any twenty members who have attained the age of 19,
convene a Special General Meeting. Not less than 14 days’ notice, specifying
the business to be transacted, shall be given by the Secretary to each member.
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Committee Meetings
31.
Committee Meetings shall be held at least four times each year or more
frequently if the Committee deems it necessary. Notice of such meetings shall
be sent at least 14 days ahead of the meeting by the Secretary by normal or
electronic mail. Failure to receive such a notice shall not invalidate the
meeting. Shorter notice may be given with the approval of at least two-thirds
of the Committee.
Quorum
32.
A quorum shall consist:
a)
at a General Meeting, of one tenth of the members who have attained the
age of 19;
b)
at the Inaugural General Meeting, of five members of the public present
and voting;
c)
at a Committee Meeting, of one third of the voting Members of the
Committee.
Voting at a General Meeting
33.
a)
At a General Meeting each member who has attained the age of 19 shall
have one vote.
b)
At the Inaugural General Meeting, each member of the public attending
the meeting who has attained the age of 19 shall have one vote.
c)
At a General Meeting voting shall be by a show of hands or if requested
by five voting members by secret ballot. Unless otherwise required by
this Constitution, a resolution shall be passed if it is supported by a
simple majority of those members entitled to vote who are present and
who vote.
Chairman
34.
In the absence of the Chairman and the Vice Chairman, those attending shall
elect from among their number a person to chair that meeting.
Notice of Meeting
35.
Notices to members shall be deemed sufficiently served if sent by ordinary
post, or hand-delivered by an authorised member of The Friends, to the address
of the member registered in the records of The Friends and shall be deemed to
have been received on the third day following such posting or immediately
following such hand delivery as the case may be.
Amendments
36
Subject to clause 37, no alteration may be made to this Constitution except by
and with the authority of a resolution passed by a majority of members who
have attained the age of 19, present and voting at a General Meeting. Any
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proposal for amendment shall be made in writing and be in the hands of the
Secretary not less than fourteen days before the minimum period of the notice
of the meeting at which the resolution is to be brought forward. No alterations
may be made to clauses 2, 3, 4, 36, 37 or 39 without the prior consent in
writing of the States of Guernsey Income Tax.
37.
No alteration may be made to this Constitution which would cause The Friends
to cease to be a charity in law.
CODE OF ETHICS
38.
The members and officers of The Friends shall observe the Code of Ethics
adopted by the World Federation of Friends of Museums.
WINDING UP
39.
The Friends may be dissolved by a resolution passed by a two-thirds majority
of those present and voting at a Special General Meeting held in accordance
with the provisions of this Constitution. Thereafter the Committee shall pay
the surplus funds of The Friends to such other charitable institution or
institutions as the Committee shall determine.
APPENDIX: THE MUSEUMS
40.
The Committee shall have the power to determine at any time the Museums to
be included in the Appendix to this Constitution.
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APPENDIX
The Guernsey public museums, sites and other properties and activities (referred to in
the Constitution as “the Museums”) are:
-
At Castle Cornet: The Royal Guernsey Militia, 201 Squadron (R.A.F.), and
Maritime collections
-
Candie Museum and Art Gallery
-
At Fort Grey, Rocquaine Bay, The Shipwreck Museum
-
The Telephone Museum, Hermes, Cobo Road, Castel
and such other Guernsey public museums, sites and other properties and activities as the
Committee in its discretion may from time to time determine.
All these are situated in the Bailiwick of Guernsey
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