The name of the Association shall be, The Pembridge Association
The objects of the Association shall be to promote and encourage the following objects by charitable means but not otherwise:
a) To secure the preservation, conservation, development and improvement of features of historic interest or general public amenity within or affecting the neighbourhood.
b) To promote high standards of architecture and town planning within the Pembridge Estate Conservation Area.
c) To stimulate and promote public interest in and care for the beauty, history and character of the neighbourhood.
Membership shall be open to all persons who are interested in the aims of the Association. Membership shall lapse if the member’s subscription be unpaid twelve months after it is due.
The minimum subscription shall be decided by the Executive Committee and shall become due on January 1st.
An Annual General Meeting shall be held each year between 1st December and 28th February to receive the Executive Committee’s report and accounts audited to the extent required by the Charity Commission and to elect Officers and Committee Members. The Committee may, at its discretion, or shall at the request of not less than twenty members, made in writing to the Secretary, call a Special General Meeting of the Association, giving at least ten days notice in writing to members at their last know addresses. The business of a Special General Meeting shall be stated in the notice convening it, and no other business shall be discussed, except at the discretion of the Chairman. At any meeting of the Association only members of the Association shall be entitled to speak or vote. Seven members personally present shall constitute a quorum for a meeting of the Association.
Officers & executive committee
The Officers of the Association shall comprise the Chairman, the Honorary Secretary, or not more than two Honorary Secretaries, and the Honorary Treasurer. The Executive Committee shall consist of the Officers and not more than twelve other members. Nominations for election to the Executive Committee (whether as an Officer or as a non-office holder) shall be made at or before the Annual General Meeting and shall be addressed to the Honorary Secretary in writing, (supported by a seconder), and with the written consent of the nominee.
Election shall be by a show of hands at the Annual General Meeting and shall be effective until the close of the next Annual General Meeting but no Officer shall hold the same office for more than three consecutive years unless otherwise decided by the Annual General Meeting. In the event of insufficient nominations being received the new Committee shall have power to fill the vacancy, and in addition may fill casual vacancies occurring during the year. The Executive Committee shall also have power to co-opt further members to attend in an advisory and non-voting capacity.
Committee meetings shall be convened by an Officer of the Association with notice being given to all Committee Members in writing.
Powers of the executive committee
The Executive Committee shall have powers to deal with all matters affecting the Association and shall take decisions on its behalf subject to any resolution of the Association at a General Meeting. A quorum for meetings of the Executive Committee shall consist of three members of the Association of whom at least one shall be an Officer of the Association. The Executive Committee shall have the power to make appeals, solicit donations and canvass monies, for carrying out the objects of the Association. The Executive Committee may also borrow for the objects of the Association such monies at such rates of interest and in such manner as it thinks fit up to a total of £500 or such higher sum as may be authorised by a General Meeting.
Expenses of administration
The Executive Committee shall, out of the monies received by the Association, pay all proper expenses of administration and management of the Association and shall use the residue of such monies as it thinks fit for or towards the objects of the Association. None of the Officers shall have the authority to spend more than £50 without reference to the Executive Committee.
All monies at any time belonging to the Association and not required for immediate application towards its objects may be invested by the Executive Committee upon such investments, securities or property as it may think fit, but so that monies subject or representing property subject to the jurisdiction of the Charity Commissioners or the Secretary of State for Education and Science shall only be invested in such securities as may, for the time being, be prescribed by law.
Amendments to the constitution
The Constitution may be amended by a two-thirds majority of members present and voting at an Annual or Special General Meeting, provided that ten days notice of the proposed amendment has been sent to all members, at their last known addresses, and provided that nothing therein contained shall authorise any amendment permitting the expenditure of funds of the Association on any object which is not a charitable object.
In the event of the winding up of the Association the available funds of the Association shall be transferred to such one or more charitable bodies having objects similar or reasonably similar to those herein declared as may be chosen by the Executive Committee and approved by the Charity Commissioners for England and Wales.
Charity No: 267406
Originally Adopted 18 December 1973
Amended 5 December 1984
Amended 7 February 2018