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PDDCS Constitution

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    CONSTlTUTIO1. NAME

    The name of the Association' Peterborough & . trict Deaf Children' Society(herem called th Association).

    2 . POWERSThe objects and powers of tho Association arc :-i) The objects of the Association are to further in every way allowed by law the

    education and reli f of deaf children without regard to race religion, creed,disability ex or family circumstanc .

    ii) In the furtheran e of the above objects but not otherwi e the sociation hallhave til follow ing pow ers ;-a To prom to encourage or otbetWis undertake-organi ed r search into

    the causes an effec of deafness in childhood, and publish the usefulre uI of s uc h r es ea rc h;

    b To promote and encourage the education and training of teachersrodents and other persons for the furtherance of the education and~ lief of deaf children;

    c) To give financial assistance where appropriate by way of grant tofamili of deaf children;

    d) To purchase on behalf of deaf hildren, -AeaOa8 aids --aM 6tfrerapparatus designed to alleviate ch deafu and to supp by 8y ofloan or outright gift direct to fam ilies and organisations uponapplication er apparatus;

    e) To blish and support whether .financially or otherwi. e) othercharitable organisations carrying out objects imilar to fho e of theAssociation and to co-operate wi th i nd iv idu al s and bodie corporate orotherwise whether of statutory or oluntary nature interested in thefurtherance of the objects of the Asso iation;

    t) To affiliate or become affiljated to an charitabl body having objecim.ilar to those of the A ociation;

    g) To arrange pub ic meetings 1 ctures, conference and seminars for theconsideration and discussion of problems arising out of deame ofchildren,

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    h) Subject to u hcon eats as may be required by law to borrow and raisemoney for the furtherance of the objects 0 the Association in such amanner and on such ecurity as the ociation may think fit

    1 T o raise funds and to invite a nd receive contrib ution from a n. personor persons or body corporate by w ay of ubscription, covenant,dona' a, a ffilia tio n fee leg ac i S, grants or otherw i e provided that thishall be without prejudice to tho power of the Association to disclaimany gift, legacy or bequest in whole or in part in such circumstances asthe Association may think fit and provided also that the Associationhall not undertake any permanent trading activitie in raising funds or

    th e a bo ve-m en tion ed ch arita ble objects.j) To lend money and giv credit to, to take security for such loans or

    credit from, and to guarantc and become or give ecuri _ for theperformance or contracts and obligations by, any person or cmpany.

    k To draw, make accept, endo e discount, execute and . uepromissory notes, bills of exchange bills 0 lading, warrants and othn gotiable, transferable or mercantile instruments.

    1) To subscribe for either a olutely or conditi ~ 0 othe e acquireand hold bare toe debenture to k or other s uritie orobligations of any company.

    m) To invest the mom of the Association not immediat ly required forthe furtherance of it s objects in or upon sa b investments, securities orproperty as rna be thought fit, subject nevertheless to such conditions(if any) and uch consents (if any) a may for th time being beimposed r required by law.

    n To purchase, take on lease or in xchange, hire or otherwise acquireany rea l or person - property and any rights or p egos and 0construe mainta in and a lter any buildings or erections which theA ociation may think nee fo r the promotion of its objects.

    0) Subject to such c ents as may e required by law 0 sell, let,mortgage, dispo e of or tum to account a U or any of its property orassets of the Association with a view to tho furtherance of it s bjects.

    p) Subject to Clause 3 hereof to employ and pay uch architectsurveyors, sol ic it or s and other professional persons workmen, clerksand other staff as are necessary for the furtherance of the objec of theAssociation.

    q) To make all reasonable and n cessary provision for the payment ofpensions and superannuation to or on behalf of employ and othernominated dependan .

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    r To subscrib e to . b ecome a member of r amalgama e or co-opera tewith an other charitab le o.rganisa tion., institu tion , society r body(w hether incorpora ted or no and w b ther in G rea t ritain o r No rth e rnIreland or elsew here) w hose ob jects a r w hoUy or in part imi lar tothose of the A ssocia tion and w hich b its constitution prohibits th edistribution of its income an property amongst it s membe to anextent at least as grea t as is im posed on the A ssocia tion under or byvirtue of Clause 3 hereof and 10 purchas or otherwise acquire andundertake all such pa rt f the property assets, liab iliti a ndenga gem ents a s IDa law fully be acquired 0 undertaken b theocia tion of any ch charitab le organisation, institution, u ety o rbody.

    s) To do all or any of th things h ere in b efo re a uth oris ed e ith er a lo ne o r inc on ju nc tio n w i th any other ch ar ita b le o rg an is a ti on , i ns ti tu tio n , ocietyor b od y with which this ociation is authorised to amalgamate .

    t) To pa all or a ny exp enses incu rred in connection with t he p romo ti on ,form ation a nd incorpora tion of the . ocia tion ,u) To do a ll s uc h o th er lawful things as shall fu rther th e a tta in ment o f th e

    ove 0 ~ ec ts o r a ny 0 them.Provided that-L In cas the As ociation hall take or hold any property w hich m a 'besub ject to a ny trusts, the ocia tion sha ll only d w ith or inv t th earne insuch m anner a s a llow ed by law ha ling re ga rd to s uc h trus .n. The ob ject of the ciation shall not extend to the regulati n of

    re la ti ns b etw een w orkers a nd em ployers or orga nisa tions Q workersand o ganisa tio of em ployers.

    ttl. In case the ocia .on sha ll take 0 hold any property ub ject to th ojurisdiction Q the C harity om missioners for England and W ales, theo cia uon sh all no t sell, mortgage, char or lease th same w ith ouuch authority, approval or co ent as may be required the l aw , anda s reg ards a ny such p rop erty th C ommittee of th A ssocia tion sha ll bechargeable for an such property that m ay com e into their hands andhal l be a nsw e ra ble a nd a cc ou nta b le fo r their own a cts r ec eip ts n eg }

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    3. PROPERTYThe income and property of the sociation shall applied solely towards thepromotion of its objec as t forth in this constitution and no portion thereo shal l bepaid or transferred, directly or indirectly by wa of dividend, bonus or otherwisehowsoever b way of profit, to members of t he As soci at ion , and no member of itsommi.t tee shall be appointed to any o ffice o f th e A sso cia tio n paid b sa lary or fee or

    recerve an remuneration or other benefi t in money or money's worth from th eociety.

    Provid that nothing herem shall prevent any payment in goo faith b. th os oc ia rio n :

    a of reasonable and proper remuneration to any member offic r or servant fthe ociation (not being a member of its Committ ) or an servicerendered to the A ciation:

    b of interest on m ney lent by an member 0 the Association r of it sCommittee a easonabl and pr per rat per annum o xceeding 0percent les than tb published base lending rate of a clearing bank 0 beelected by the Committee or three percent whichev r i the greater:

    c) of reasonabl and proper rent for premis demised or let by any member ofthe Associat ion or of it s mmitt:d) of fees. remuneration or other benefit in mon or money's worth to an,

    company 0 which a m em ber of the Committee may also be a mem or holdingnot more than one hundr dth part of the capita l of th at c omp an

    e) to any member a r m Committee ofreasonabie out-of-pock t expenses; andf) of reasonable and proper remuneration to any paid employees appointed as

    provided in this Con titntion.

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    4 .

    A Th Association is a Registered Association 0 the a' nal Deaf Children'Society which is a registered charity inEngland and Wales and h Regis dS ociations inEngland Wal ,Scotland Northern Ireland and the Islands.

    B) embership of the ocia tion shall be op n for a ny person who supports theobjects of t he As soc ia tion .

    C he amount and date or dates of payment of members' and affiliatorganisati ns' sub eri tions shall be set by the Annual neral eeting. ThCommittee may waive th e subscription 0 any member or affiliatedorgani arion on the grounds of hard hip.

    D 1 Th membership of an member shall cea e on his or her death or onor her membership being terminated in accordance it h th e rules.

    ii) The Committee may reject Of terminat the membership 0 anymem tould, mem e whos nduct.th omrrut t oasiders to bdetrimental to the s ociation provided :a) that an attempt has been made the Committe dra the matter of

    complaint to the attention of th m rob r or would be memberconcern d and to re Dive any dispu co ncilia tio n a nd -that the member or would b member concerned hall have been givena t least one w eek 's notice of the m eeting a t w hich the question of his or

    exp ion or rejection is to be disc sed together with details 0 theallegations !!f reasons I'rejection and an opportunity to be heard bymmittee.

    E) The mmittee may allow any organisano to affiliate to th Association onuch term a it thinks fi : and may terminate th affiliation of any suchorganisation. Each . ted organisation shall b entitled to notice 0 all

    era! M eetings of the A ssocia tion and may nd an 0 erver to suchmeetings w ho may sp ea k b ut not v ote .

    5. MEMBERS'

    The oeiation shal l hold an Annual Gen ral Meeting at least once in e .ear in the m on th of May. The busine s of the Annual General Meeting shallbe.- the consideration of the accounts of the Association and th Committee'report, the ejection of membe of the Committee, tho fixing of

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    u bs cr ip tio ns, th e a pp oin tm e nt o f a ud ito rs and an other busines of w hichp ro pe r n oti ce hall h av e b ee n given.

    bAn a ord in ary G en era l M e e tin g sh all be c on ve ne d e ith er by t he Comm it te eor on the w ritten requisition of not 1 s than one quat1i if of the m em bers for thetim being of th o A s so cia tio n, su ch r eq uis itio n pecifying the business to betr an sa cte d a t th e m e etin g.

    c)otice of Genera l eetings ha I1 be given b posting the sam e to the aodres

    of each mem ber show n in th r eg is te r o f memb at Least 21 day before thedate 0 the meeting. Such notice hall specify the time and place of them eeting and the b usines proposed to b e t ra n sa c te d at th e m ee tin g, in clu din gany resolutions prop d to be put to the meeting.

    dThe quorum of any G enera l M e etin sha ll be one third of thetime being of the ociati n, Or10 members whichever' the less. If aquorum is not present w ithin one hour 0 th tim e et for the meeting, thmeeting shall be adjourned to such time and place as s h a D be determined by theComm i . the Comm ittee giving such notice of u h a djournm ent a s it thinfit.

    e) a irTho Chair for the tim e being of the sociation hal l p ide a t G enera ll ie et in gs a n d, in his or her a bsence, th e memb present sha ll choo ~ one ofth ir number to preside.

    f)Subject to this constitu tion, pr dure at Gem a l eetings sha ll b edetermined by tho me ra inGene ra l M eet in gs .

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    6. COMMITTEa) e affairs of the Association shall be managed by a Committee (herein

    referred to as "the Committee") which may exerci e all the pow ers of theAssociation and do on b eha lf of the A ssocia tion a I L such things as are not bythis cons ti tu ti on r equ ir ed to be done by th e ociation in General eeting,s u bj ec t n eve rt he le ss to any re elu tion of the A ssocia tion in General Meeting.The Comm ittee rna delega te any of it powers to a ub -comm irtee or sub -commi tt ee s cons ti tu te d .in accordance with su b-cla use c) of this clause and onuch term s as it thinks fit

    b The Committee hall consist of th following persons who shall be elected atth e Annua l General Meeting: a Chair, a Secretary. a Treasurer and not Lthan 3 nor more than 9 other members of th e Association. Committeememb hall hold office from e end of the Annua l eral Meeting atwhich they are elected until the end of the next Annual General M eting andhall be eligi le for re- lection,

    ~ajorit) 0 til embers : cmmittee. ubject any sub-committee shall consist of suchpersons whether members or not 0 th i A ociation, the Committee halld t rm ine. Provid d that an . m mber of an , ub-committee w ho .i s not amember 0 the ociation may not vote at m rings of th e ub-committee. Allact and proceedings of uch sub-comrni ees shall reported back to theCommitte e a s so on po sib l .

    d) The Committee shall meet a least ten times in each year b en Annua lGeneral Meetings. e quorum at Committee meetings shalJ be one third ofthe to ta l m embership of the Comm ittee and no busin rna b e transacted a tthe meeting of the .ommittee iffewer than one third o the lected membersof the C omm ittee a re present

    e) The Chair for the tim e being of th e As ociation hall pr .de at Committeemeetings and in his or her ab ence the elected Committee memb pr nthall choose one of their number to preside.

    f) Any member of th e Committee who fails to attend three consecutrvCommittee m etings shall cease to be a member of the Committee unless he orhe gives a reason which' in the opinion of the Committ.ee, atisfactory.

    g) ubject to fbi Constitution, th procedure a t omm ittee m eetings hall bedetermined by the Committee.

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    7 .

    The Secretary shal l keep a register showing name and addres of th m mbersof the iation and, on being notified in writing of any change, shal l alter thereg is te r accord ing ly .

    8 . TRThe title to all real or personal prope w hich m ay be acquired by or on behalf of th

    ociation shall be vested in a corporation lawfull ntitied to act custodian trusteeor in not less than 2 nor more than 3 individual trust s (not eing members of tbCommittee). T he shan hold office until death or resignation or until removed fromoffice b _ the ommittee who may for an re on ~ hich may eem ufficient 0 amajority of them pre ent and voting at a meeting remove an trustees or trustee fromoffice. The Committee hall b re olution nomina e ny to a va ancy inmetrustee or to be a n a dditio na l trustee. For the purpose of giving effect to an uchnominati n, th Chair' hereb nomin ted the person t appoint new truste of the

    ciation within the meaning of Section 36 of tlu Trustee ct 1925.The rustee hall have the power to p ro vid e indemnity insurance for themselves outof the income of the Association provided that an uch insurance hall 0 t e rtend toan claim arising 0 act or omission hieti Trust a breach oftrust or be ch 'of duty or which was committed b th rustees in reckless disregardof whether it w' a breach of trust r breach of du

    The Treasurer ball CAuse proper accounts to be kept howing iurn of money receivedand spent by th ociation, sales and purcha of g by the ociation and fhe

    1 and liabilities f the ociation. The ccounts shall e audited at least once ineverv year and presented to the Annua l General cering III n.The ociation hall maintain a bank account or accounts in the nam of theAs ociadon to which there must be two igna ri appoi ted by the mmittee neof w h m will e th e T re asu re r.

    As a Registered ocianon of the National D Children' ciety the. ociation'repn en ta tive a t m eetings of the National Coun it shall be elected by the Commit tee .Such representative may but need not be a member of the Committee but must be amembe r of th e As ociation,Any other repre entation from the As ociation required by th ational ocie shallbe elected by the ommittee.

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    11. TERATION OF CONSTITIJTIOTh provision of this Constitution may b e a lte re d by a re olution at a G en era l M e etin gb _ a m ajority of not less than tw o thirds of those presen and voting thereon . But nosuch a ltera tion ha JJ be made to Clause 2, this Clause 11 or CLause 12, or w hich w ouldhave the effect o f ca usin g the A sso cia tion to c ase to be a c ha rity in l aw .

    iz, w GUPTh ocia tion may be w ound up by a re elution passed at a Gen era l M e etin g by am ajority of not less than t 0 thirds of those present and voting thereon. An , eremaining a ft r sa . facti n of all debts a nd lia bilitie s s ha ll n ot be d is tr ib u te d amongs tthe membe of the A ocia tion but sha ll e given or transferred to orne othercharitable organisation or organisations having objects imilar to those of the

    sociat ion,

    odcscoarl 1


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