CONSTITUTION OF THE MYATT’S FIELDS PARK PROJECT GROUP
Adopted on the 26th day of November 2003, Amended on 30 June 2006, 28 March 2007 and 24th March
2010.
1.
Name
The name of the Association is The Myatt’s Fields Park Project Group
2.
Administration
Subject to the matters set out below the Group and its property shall be administered and managed
in accordance with this constitution by the members of the Executive Committee, constituted by
clause 8. of this Constitution ("the Executive Committee").
Objects
3.
The promotion for the public benefit of urban regeneration in Myatt’s Fields Park for the benefit of
the socially and economically deprived wards of Vassall and Coldharbour in the London Borough of
Lambeth and Camberwell Green in the London borough of Southwark, by all or any of the following
means:
a) The maintenance, improvement or provision of public amenities
b) The preservation of buildings or sites of historic interest
c)The provision of recreational facilities for the public at large or those by reason of their youth,
age, infirmity or disablement, poverty or social and economic circumstances, who have need
of such facilities
d) The protection or conservation of the environment
e) The advancement of education training or retraining particularly amongst
unemployed people with disabilities and providing unemployed people
with work experience.f) The Promotion of horticulture, food growing and healthy eating
Powers
4. In furtherance of the Objects, but not otherwise, the Executive Committee may exercise the
following powers:
4.1 to raise funds and to invite and receive contributions;
4.2 to buy, take on lease or take in exchange, hire or otherwise acquire any property necessary
for the achievement of the objects and to maintain and equip it for use;
4.3 To establish and run a café whose profits will be applied for the furtherance of the objects of
the charity
4.4 To grow and sell food, the profits of which will be applied for the furtherance of the objects of
the charity.
4.5 subject to any consents required by law, to sell, lease or dispose of all or any part of the
property of the Charity. In exercising this power, the charity must comply as appropriate with
sections 36 and 37 of the Charities Act 1993, as amended by the Charitiies Act 2006.
4.6 to work and co-operate with other charities, community groups, associations, voluntary
bodies and statutory authorities operating in furtherance of the objects or of similar charitable
purposes and to exchange information and advice with them;
4.7 to establish or support any charitable trusts, associations or institutions formed for all or any
of the Objects;
4.8 to appoint and constitute such committees as the Executive Committee may
think fit;
4.9 to make, repeal and amend such rules as the Executive Committee may from time to time
consider necessary for the well being of the Group, which rules, repeals and amendments
shall have effect until set aside by the Executive Committee. However no rule may be made
which is inconsistent with this constitution.
4.10 to do all such other lawful things as are necessary for the achievement of the Objects.
5.
Membership
5.1 Membership shall be open to any individual or representative of a local group having an
interest in Myatt’s Fields Park and willing to abide by the Terms of Reference of the Group.
5.2 Any such local group, deemed to be eligible for membership, may appoint a representative
together with one or more deputies to attend meetings of the Group. Whilst more than one
representative may attend such meetings, only one may be eligible to vote on any issue
where a vote is called for.
5.3 The Group will operate in partnership with London Borough of Lambeth (LBL), and develop
joint decision-making and trust through appropriate management structures including but not
limited to a formal Compact.
5.4 The Group may refuse to admit as members any person(s) or organisation(s) whose
membership would in its opinion be injurious to the interests of the Group.
5.5 The Group may co-opt or invite to attend meetings or join any such body or organisation as it
considers in the interests of the Group.
5.6 Every member shall have one vote.
5.7 The Executive Committee may for good reason terminate the membership of any individual.
The individual concerned, accompanied by a friend, shall have the right to be heard by the
Executive Committee before a final decision is made.
President
6. The Executive Committee may from time to time appoint a person or persons to be called the
President, the Vice President or Patron of the Group (or such other title as it may from time to time
decide) for such period and on such terms as the Executive Committee may determine.
7.
Honorary Officers
7.1 Following the AGM of the Group, the Executive Committee shall elect from amongst
themselves a chair person, a treasurer and any other honorary officers as the Executive
Committee think fit. Those elected shall hold office from the conclusion of that meeting on
such terms and with such powers as the Executive Committee from time to time determine.
7.2 The Executive Committee shall elect a secretary unless the Executive Committee appoints
another officer or officers to perform his or her duties. If no person is appointed as secretary,
references in this constitution to the secretary shall be taken to refer to the person appointed
to perform the relevant duty.
7.3 Any honorary officer may be removed from office and replaced at any time by the Executive
Committee.
8.
Executive Committee
8.1 The Executive Committee shall consist of not more than 10 (ten) members who shall be
elected at the Annual General Meeting and shall hold office from the conclusion of that
meeting.
8.2 The Executive Committee may in addition appoint not more than 2 co-opted members.
8.3 All the members of the Executive Committee shall retire from office together at the end of
every Annual General Meeting but they may be re-elected or re-appointed.
8.4 The proceedings of the Executive Committee shall not be invalidated by any vacancy among
their number or by any failure to appoint or any defect in the appointment or qualification of a
member.
8.5 Nobody shall be appointed as a member of the Executive Committee who is aged under 18
or who would if appointed be disqualified under the provisions of the following clause.
8.6 No person shall be entitled to act as a member of the Executive Committee whether on a
first or on any subsequent entry into office until after signing in the minute book of the
Executive Committee a declaration of acceptance of, and willingness to act in, the trusts of
the Group.
8.7 The Executive Committee may from time to time co-opt any member as a member of the
Executive Committee to fill a casual vacancy. Any person so appointed shall retain his or her
office only until the next annual general meeting but shall be eligible for re-election.
9.
Determination of Membership of Executive Committee
A member of the Executive Committee shall cease to hold office if he or she:
9.1is disqualified from acting as a member of the Executive Committee by virtue of anyprovision of the Charities Acts 1992 and 1993 (or any statutory re-enactment or modificationthereof) ("the Acts");
9.2 becomes incapable by reason of mental disorder, illness or injury of managing andadministering his or her own affairs;
9.3 or notifies to the Executive Committee a wish to resign but only if at least three members of theExecutive Committee will remain in office when the notice of resignation is to take effect.
Executive Committee Members not to be personally interested
10.
No member of the Executive Committee shall acquire any interest in property belonging to
the Trust (otherwise than as a trustee for the Trust) or receive remuneration and may only be
interested in any contract entered into by the Executive Committee provided that, where required,
consent of the Charity Commissioners ("the Commissioners") has been obtained and full disclosure
is made of such interest before the contract is entered into and the member concerned takes no
part in any vote on the matter.
11.
The work of the Myatt’s Fields Park Project Group shall not be for the benefit of landfill site
operators who may contribute to the Myatt’s Fields Park Project Group and claim credit under the
Landfill Tax Credit Scheme. Nor shall it be for the benefit of contributing third parties, as defined in
the landfill tax regulations.
is disqualified from acting as a member of the Executive Committee by virtue of any
provision of the Charities Acts 1992 and 1993 (or any statutory re-enactment or modification
thereof) ("the Acts");
becomes incapable by reason of mental disorder, illness or injury of managing and
administering his or her own affairs; or
notifies to the Executive Committee a wish to resign but only if at least three members of the
Executive Committee will remain in office when the notice of resignation is to take effect.
Meetings and proceedings of the Executive Committee
12.
12.1 The Executive Committee shall hold at least two meetings each year. Meetings may be
called at any time by the chair person or shall be called by the secretary on the request of at
least three members of the Executive Committee.
12.2 If the chair person is absent from any meeting, the members of the Executive Committee
present shall choose one of their number to be chair person of the meeting before any other
business is transacted.
12.3 There shall be a quorum when at least five members of the Executive Committee are
present at a meeting.
12.4 Every matter shall be determined by a majority of votes of the members of the Executive
Committee present and voting on the question but in the case of equality of votes the chair
person of the meeting shall have a second or casting vote.
12.5 The Executive Committee shall keep minutes, in books kept for the purpose, of the
proceedings at meetings of the Executive Committee and any sub-committee.
12.6 The Executive Committee may from time to time make and alter rules for the conduct of their
business, the summoning and conduct of their meetings and the custody of documents. No
rule may be made which is inconsistent with this constitution.
12.7 The Executive Committee may appoint one or more sub-committees on such terms and with
such powers as the Executive Committee from time to time determine. All acts and
proceedings of any such sub-committees shall be fully and promptly reported to the
Executive Committee.
13.
Receipts and expenditure
13.1 The funds of the Group, including all donations, contributions and bequests, shall be paid
into an account operated by the Executive Committee in the name of the Group. All
cheques drawn on the account must be signed by at least two members of the Executive
Committee.
13.2 The funds belonging to the Group shall be applied only in furthering the objects.
Property
14.
14.1 The property of the Group, other than cash at the bank, may be vested in not less than two
and not more than four Custodians. They shall deal with the property as directed by
resolution of the Executive Committee and entry in the minute book shall be conclusive
evidence of such a resolution.
14.2 The Custodians shall be appointed by the Executive Committee and shall hold office until
death or resignation unless removed by a resolution passed by the Executive Committee.
14.3 The Custodians shall be indemnified out of the property of the Group for all expenses and
other liabilities properly incurred by them in the discharge of their duties.
15.
Accounts
The Executive Committee shall comply with their obligations under the Acts with regard to:
15.1 The keeping of accounting records for the Group.
15.2 The preparation of annual statements of accounts for the Group.
15.3 The auditing or independent examination of the statement of account of the Group and
15.4 The transmission of the statements of account of the Group, to the Commissioners.
16.
Annual Report
The Executive Committee shall comply with their obligations under the Acts with regard to the
preparation of an annual report and its transmission to the Commissioners.
17.
Annual Return
The Executive Committee shall comply with their obligations under the Acts with regard to the
preparation of an annual return and its transmission to the Commissioners.
18.
Annual General Meeting
18.1 There shall be an Annual General Meeting of the Group which shall be held each year with
no more than 15 months in between one Annual General Meeting and the next, to consider
the business described in the notice of the meeting and no other business.
18.2 Every Annual General Meeting shall be called by the Executive Committee. The secretary
shall give at least 21 days' notice of the Annual General Meeting to all the members of the
Group, this notice shall invite nominations for the Executive Committee. All the members of
the Group shall be entitled to attend and vote at the meeting.
18.3 The chair person shall be the chair person of the Executive Committee, but if he or she is not
present, before any other business is transacted, the persons present shall appoint a chair
person of the meeting.
18.4 The Executive Committee shall present to each Annual General Meeting the report and
accounts of the Group for the preceding year.
18.5 Nominations for election to the Executive Committee must be made by members of the
Group in writing and must be in the hands of the secretary of the Executive Committee at
least 7 days before the annual general meeting. Should nominations exceed vacancies,
election shall be by show of hands unless the chair person or 3 members request a ballot of
the members present. Should vacancies exceed nominations, additional nominations shall
be invited at the meeting before the election.
Special General Meetings
19.
The Executive Committee may call a Special General Meeting of the Group at any time. If at
least ten members request such a meeting in writing stating the business to be considered the
secretary shall call such a meeting. At least 21 days' notice must be given. The notice must state
the business to be discussed.
Procedure at General Meetings
20.
20.1 The secretary or other person specially appointed by the Executive Committee shall keep a
full record of proceedings at every General Meeting of the Group.
20.2 There shall be a quorum when at least ten members of the Group are present at any
General Meeting.
21.
Notices
Any notice required to be served on any member of the Group (unless otherwise approved at
a General Meeting) shall be in writing and shall be served by the secretary of the Executive
Committee on any member either personally or by sending it through the post in a prepaid letter
addressed to such member at his or her last known address in the United Kingdom, and any letter
so sent shall be deemed to have been received within 2 days of posting.
22.
Alterations to the Constitution
22.1 Subject to the following provisions of this clause the Constitution may be altered by a
resolution passed by a majority of the members present and voting at a General Meeting.
The notice of the General Meeting must include notice of the resolution, setting out the terms
of the alteration proposed.
22.2 No amendment may be made to clause 1 (the name of charity clause), clause 3 (the Objects
clause), clause 10 (Executive Committee members not to be personally interested clause),
clause 22 (the dissolution clause) or this clause without the prior consent in writing of the
Commissioners.
22.3 No amendment may be made which would have the effect of making the Group cease to be
a charity at law.
22.4 The Executive Committee should promptly send to the Commissioners a copy of any
amendment made under this clause.
Dissolution
23.
23.1 If the Executive Committee decides that it is necessary or advisable to dissolve the Group it
shall call a General Meeting of all members of the Group. If the proposal is confirmed by a
simple majority of those present and voting the Executive Committee shall have power to
realise any assets held by or on behalf of the Group.
23.2 After all grants have been repaid, and after the satisfaction of any proper
debts and liabilities, any assets remaining shall be given or transferred to
such charitable institutions or institutions having objects similar to the objects
of the Group as the members of the Group may determine or failing that shall
be applied for some other charitable purpose.
23.3 In the event of the organisation disbanding, any remaining Landfill Tax Credit
Scheme money shall be transferred to any enrolled Environmental Body, and
not to an organisation of similar objects and status.
23.3 A copy of the statement of accounts, or account and statement, for the final
accounting period of the Group must be sent to the Commissioners.
24.
Arrangements until first Annual General Meeting
Until the first Annual General Meeting takes place this constitution shall take effect as if references
in it to the Executive Committee were references to the persons whose signatures appear at the
bottom of this document.
This amended Constitution was adopted at the Annual General Meeting at Longfield Hall, Knatchbull
Road, London SE5, on 28th March 2010
Signed: Lindsay Avebury
Chair
Dated
26th April 2010
