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Our Constitution

1. Name
The name of the Organisation shall be Malmesbury Community Choir (hereinafter called The Choir).

2. Objects
The long-term objectives of The Choir are to provide entertainment, education, opportunities for social interaction, and community contribution, primarily for members, but also for the wider community in Malmesbury and surrounding villages.

3. Activities
a. The Choir operates primarily, but not exclusively, in Malmesbury and its surrounding villages.
b. The Choir rehearses weekly throughout the year at times, dates and venues governed by the Board of Directors (hereinafter called the “Board”).
c. The Choir is open to everyone above 14 years of age.
d. No auditions or voice tests are necessary to become a member of the Choir.
e. The Choir performs on dates and at venues governed by the Board. Where The Choir perform to raise money for other charities or good causes, these will be determined by the Board.

4. Powers
In furtherance of the objects the Choir may:
a. Raise funds and invite and receive contributions by any legal means outside the Choir’s primary purpose;
b. Organise and participate in meetings, rehearsals, training, concerts and social events;
c. Co-operate with other voluntary organisations, community groups, statutory bodies and others to achieve the objects;
d. Produce newsletters and articles, websites and other such material as shall be deemed necessary in pursuance of the objects;
e. Choose and hire a choirmaster and accompanist.
f. Do all such other legal things as shall further the objects of the Choir.

5. Membership of the Choir
Membership of the Choir shall be open to anyone over the age of 14 with an interest in furthering the objects, subject to payment of a membership fee as shall be determined by the Board. Prospective new members may join the Choir at such dates during the year as the Board shall decide as being in the best interests of furthering the objects of the Choir
The Secretary will keep a record of the Choir's membership.
The Board shall have the right, for good or sufficient reason, to terminate the membership of any individual or individuals who are deemed to be acting in a way which is considered detrimental to the Choir. In the event of termination of membership, the individual or individuals concerned shall have the right to be heard by the Constitution for the Malmesbury Community Choir Board before a final decision is made.

6. Child/Vulnerable Adult Safeguarding
There should be no occasion for any adult to have unsupervised access to minors or vulnerable adults during choir rehearsals. The Membership Secretary will hold a valid DBS/CRB certificate. He/she will be responsible for initial investigation into any safeguarding issues that may arise, and will liaise with family members and refer to the appropriate agencies as required. A safeguarding risk assessment has been completed and is available on request.
7. The Board
a. Membership of the Board shall be open to anyone who is aged over 16 years and is also a member of the Choir.
b. The Board shall consist of not less than three nor more than eight members, elected from the membership of the Choir at the Annual General Meeting.
c. The officers of the Board shall comprise Choir Manager, Treasurer and Secretary. Other posts may be elected to the Board, as and when deemed necessary by the officers of the Board. Such elections shall be made at the Annual General Meeting.
d. The Board is the body responsible for the management of the Choir. Its meetings will be open to the attendance of members of the Choir by prior arrangement and agreement with the Chair.
e. The Board may also co-opt any person or persons with specific knowledge, skills or experience and for a suitable period of time provided that co-opted members account for no more than one third of the membership of the Board.
f. Co-opted members do not have voting rights.
g. Resignation from the Board should be made in writing and the Board has the power to fill the vacancy until next election takes place at the Annual Meeting.
h. Members of the Board are expected to attend meetings on a regular basis. If unable to attend, members should notify apologies for absence to the meeting.
i. Should any member of the Board fail to attend three consecutive meetings without good or sufficient reason as determined by the Board, they will be deemed to have resigned from the Board.
8. Musical Director
The Choir’s Choirmaster and Accompanist shall be chosen and hired by the Board. The Choirmaster will hold full Musical Director responsibilities and may be co-opted onto the Board for the purposes of organisation; but will hold no general voting rights. The Musical Director, or person nominated by the Musical Director, shall always be present to conduct the choir at public performances.

9. Board procedures
a. All matters arising at any Board meeting, unless this Constitution provides otherwise, shall be decided by a simple majority vote.
b. No member shall exercise more than one vote but in the case of an equality of votes, the Choir Manager shall have a second or casting vote.
c. The Board shall meet not less than five times a year including the Annual Meeting.
d. A quorum at meetings shall be a minimum of three members including at least one officer.
e. Any non-member of the Board present may contribute to Board discussion with the prior agreement of the Chair.
f. No person shall hold the same post of Choir Manager, Secretary or Treasurer for more than three consecutive years.
g. The Board may appoint such sub-Boards as shall be deemed necessary and shall determine their duration, composition, powers and terms of reference.
h. Any sub-Boards appointed must always report back to the full Board as soon as possible.
i. The Board and all sub-Boards shall keep minutes of all actions and proceedings and shall ensure the safe-keeping of all the Choir's documents and records. Minutes shall be available for inspection by any member of the Choir. Minutes of meetings shall be circulated with the agenda for the next meeting .The Chair will move that the minutes of the previous meeting be agreed as a correct record subject to any corrections agreed by the meeting.
j. The Board may make rules to govern its activities and proceedings and those of any sub-Boards provided that such rules are not in consistent with the provisions of this constitution.
k. The Choir Manager may need to take decisions on urgent matters that must be advanced too quickly for their inclusion in meetings. In such circumstances, the Choir Manager is delegated to take such decisions after involving as many other Board Members as possible. The Choir Manager shall report any such decisions to the next meeting.

10. Nominations to the Board
a. At each Annual Meeting, the Choir Membership shall elect its Board. Any member of the Choir wishing to be a member of the Board must be nominated by one other Choir member.
b. Anyone nominated for Board membership must indicate his or her willingness to stand for election.
c. Nominations for membership of the Board may be made at any time up to the time of the election at the Annual Meeting.
d. If nominations exceed one, there will be an election by secret ballot of members present and voting at the meeting.

11. Annual and Special Meetings
a. The Annual Meeting of the Choir shall be held in the month of June each year or at such other time (not being more than 15 months after the preceding Annual Meeting) as the Board shall from time to time determine.
b. The Annual Meeting shall be chaired throughout by the Chair of the outgoing Board or another person nominated by the Chair.
c. At the Annual Meeting the business shall include:
I. Consideration of a report on the Choir's activities during the preceding year;
II. Consideration of the annual accounts;
III. Election of Board members for the following year;
IV. Discussion of any relevant matter(s) of which prior notice has been given.
d. The Secretary shall give at least fourteen clear calendar days notice in writing and/or by e-mail of the Annual Meeting to all members. Such notice shall include details of the matters to be discussed.
e. A special meeting of the Choir may be called at any time by the Board. Should such a meeting be requested it must be held within twenty-one clear calendar days of the request being made, with notice sent to all members of the Choir at least fourteen clear calendar days before the meeting.
f. Quorum at an Annual or Special Meeting shall be ten members or one third of the membership, whichever is the lower number; this number shall include at least one officer.
g. Unless this Constitution says otherwise, all decisions at an Annual or Special Meeting shall be made by a simple majority of those members present in the room for the discussion and voting.
h. No member shall exercise more than one vote but in the case of an equality of votes the Choir Manager shall have a second or casting vote. There will be no restriction on how the Choir Manager chooses to exercise a casting vote.

12. Finance
a. All funds raised from whatever source must only be used to further the objects of the Choir.
b. A bank account shall be opened in the name of the Choir and all monies raised must be paid in to this account.
c. The Choir Manager and Treasurer shall be the signatories to the bank account.
d. The signatories must not be members of the same family or household.
e. The Treasurer shall keep a record of all financial transactions and shall present regular reports to the Board.
f. At the Annual Meeting the Treasurer shall present the annual accounts.
g. The Choir's accounts shall be kept up to date and annual accounts for each year shall be independently examined or audited as required.
h. No member of the Board shall receive payment from the Choir's funds other than for reasonable out-of-pocket expenses incurred whilst carrying out the business of the Choir as approved by the Treasurer.
i. All other expenditure on behalf of the Choir must be agreed in advance by the Treasurer and one other officer.
j. Appropriate vouchers or receipts must be produced for any expenditure made on behalf of the Choir, including any out-of-pocket expense refunds.

13. Amendments to the Constitution
This constitution may be amended at a quorate Annual Meeting or Special Meeting by a resolution passed by a two thirds majority of members present and voting.
Such a proposal for change shall be accompanied by a copy of the relevant part of the existing Constitution and the proposed amendments in the documentation for the meeting, sent out with notice of the meeting.

14. Dissolution
The Choir may be dissolved at any time by a resolution passed by a two thirds majority of members present and voting at a special meeting called for the purpose. Should there be insufficient members attending the Special Meeting to form a quorum, the Board shall then decide how to determine the question of dissolution.
In the event of dissolution the Board shall be the body responsible for the orderly winding up of the Choir's affairs.
After the satisfaction of all debts and liabilities the Board shall transfer any remaining funds and assets to another charity, organisation or organisations having objects similar to some or all of the objects of the Choir.

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