The Constitution of the Society
1. THE NAME of the Society shall be ‘THE BLACK COUNTRY SOCIETY’, hereafter referred to as ‘The Society’.
2. THE AIMS of the Society shall be to promote and stimulate interest in the past, present and future of the Black Country with regard to historical, social, cultural and environmental matters; to promote a high standard of planning and environmental design and to secure the preservation, protection, development and improvement of features of historic interest in the Black Country.
3. POWERS To pursue this aim, the Society shall have the power to hold meetings, publish a magazine, pamphlets and books, promote local activities, encourage the commemoration of events in the history of the Black Country, act to preserve a record of the past of the Black Country and express its opinions about the present and future development of the region.
4.1. The Officers of the Society shall be a Chairman, Vice-Chairman, Treasurer, Secretary, Stock Officer and Membership Secretary. All shall be elected by a majority of members annually either by ballot or show of hands at the Annual General Meeting of the Society.
4.2. Following the AGM, the Chairman shall take the chair at the monthly or regular meetings of the Society and at any Special General Meetings held by the Society. In the absence of the Chairman or the Vice-Chairman, another officer shall take the Chair. In the absence of any officer, an ‘ad-hoc’ fully paid up member shall be elected by the meeting, any such person only being entitled to a casting vote.
4.3. At the AGM an annual report will be presented.
4.4. The Secretary shall keep minutes of all Committee meetings, Annual General Meetings and Special General Meetings of the Society, and shall undertake any task allocated by the Committee.
4.5. The Treasurer shall have control of the finances of the Society under the general supervision of the Committee, shall maintain Bank and/or Building Society accounts in which all Society funds shall be deposited, and shall present an account of the Society's finances to each Committee meeting and annually audited accounts to the AGM. These accounts shall be approved by the Committee and the AGM.
4.6. The Society’s cheques shall be signed by any two of the six Officers.
4.7. The Membership Secretary shall be responsible for maintaining records of the Society members, for issuing reminders to each member as and when their subscription becomes due, for accepting and recording any subscription offered and keeping the Committee informed of all membership matters, and, in addition, for complying with the Society’s registration under the 1984 Data Protection Act.
5.1. The general direction of the Society’s affairs shall be in the hands of a Committee. The Committee shall be made up of six ex-officio officers and fourteen fully paid up members of the Society, all being elected annually by ballot or show of hands at the AGM. The Committee shall have the power to co-opt up to five fully
paid up members of the Society deemed to have the required qualities to enhance the Society.
5.2. The Committee shall have the power to appoint an Editor for the Society's magazine, ‘The Blackcountryman’, as and when necessary on terms agreed by both parties. Once appointed the Editor shall be an ex-officio member of the Committee.
5.3. A President shall be chosen by the outgoing Committee, whose decision will be final, from recommendations made by any fully paid up member before 1 December each year. The duties of a President will include taking the chair at the AGM and representing the Society on formal and public occasions whenever possible.
5.4. A Quorum shall be 10.
6.1. Membership of the Society shall be open to individuals, independent groups or organisations recognised by the Society. The annual subscription shall be as published from time to time in the Society's magazine or other publications. The annual subscription may be amended by a majority vote at the AGM or at a Special General Meeting.
6.2. In the case of a Joint Membership both shall possess all privileges of membership but will receive only one copy of ‘The Blackcountryman’ quarterly.
6.3. In the case of membership by a recognised group or organisation that group or organisation shall have only one vote and receive only one magazine per quarter.
6.4. Membership shall be valid for one year from the receipt of the annual membership and renewable annually in that quarter.
6.5. Members will be notified by the Membership Secretary before the expiration of their membership and asked to renew their subscription. If, after a period of three months following the date upon which renewal is due, a member has not renewed the subscription, membership will be taken as lapsed.
6.6. Any member may be suspended or expelled from the Society by a majority decision of the Committee, subject to appeal to the AGM or a Special General Meeting, whose decision shall be final.
7.1. Meetings of the Society shall be of three types, monthly meetings, an Annual General Meeting, and Special General Meetings.
7.2. Monthly Meetings: The Society shall hold monthly meetings of a formal or informal nature in pursuance of the aims of the Society.
8. ANNUAL GENERAL MEETINGS
8.1. The Annual General Meeting of the Society shall be held in March at a convenient place in the Black Country and shall commence at 7.30pm.
8.2. The President shall take the chair. If absent the Chairman or another officer will take the chair.
8.3. All members of the Society shall be notified of the Annual General Meeting in writing in October, and shall receive in writing in January details of all Motions to be proposed at the Annual General Meeting. After this date no more motions may be accepted.
8.4. Amendments to any Motions previously proposed must be in the hands of the Secretary before the commencement of the AGM.
8.5. Motions and amendments proposed at the AGM must be formally proposed and seconded when placed in the hands of the Secretary.
8.6. Any members unable, for a valid reason, to attend the Annual General Meeting and wishing to propose or second a Motion or amendment should notify the Secretary in writing before the AGM, in order that a formal proposer and seconder may be nominated. Decisions at the AGM will be by simple majority of members present.
8.7. The Quorum of the AGM shall be 30.
8.8. The Agenda of the Annual General Meeting shall be as follows:
1. Open and Apologies
2. Minutes of the previous AGM
3. Matters Arising
4. Annual Report
5. Financial Report
6. Election of Officers and Committee
After 6 the new Officers shall take up their positions
7. Election of Auditors
9. Any Other Business
10. Introduction of New President
9. SPECIAL GENERAL MEETINGS
9.1. A Special General Meeting of the Society may be called at any time by the Secretary.
9.2. All members of the Society shall be given one month’s notice of the time, place and date of any Special General Meeting and Motion(s) to be debated there. Special General Meetings of the Society shall debate only the Motion(s) for which they have been called.
9.3. Special General Meetings of the Society shall have all the powers of the AGM subject to the conditions noted above. The Secretary shall keep minutes of any Special General Meetings and read them out at the next AGM.
9.4. Rules concerning amendments to Motions, Procedure and Quorum shall be as for the AGM.
9.5. Upon a petition presented by 50 members of the Society, the Secretary shall be compelled to call a Special General Meeting according to the above rules. Should the Secretary refuse, the 50 members or their elected representatives may themselves call a Special General Meeting according to the above rules.
9.6. Such a General Meeting will possess the full powers of such meetings called by the Secretary of the Society.
10. ELECTION OF OFFICERS
10.1. Nomination for Officers shall be proposed and seconded by fully paid up members of the Society and must be in the hands of the Secretary by 1 December. Persons nominated must be fully paid up members of the Society who have expressed their readiness to stand for election.
10.2. If more than one nomination is received for any position a ballot will be arranged at the AGM for the election of either Officers or Committee.
10.3. Should a ballot be necessary a request will be made at the Annual General Meeting for two volunteers from the floor to act as Scrutineers during the voting. The Scrutineers themselves shall not be eligible for election as nominees to any of the above Offices or as Committee members and will pass on the result of the election to the person chairing the AGM
10.4. In the absence of any Election Serving Officers and Committee may be returned unopposed to continue to serve if they have expressed their willingness to do so.
10.5. Any dispute concerning election of Officers shall be resolved by the AGM or a Special General Meeting, whichever is most convenient.
The AGM shall elect annually a qualified accountant to prepare annual accounts, from the books and records supplied, for the year commencing July 1.
The Society will help and encourage the formation of independent local Groups of members to promote the general aims of the Society. In allowing the name of the Black Country Society to be used, the Society will not be held responsible for debts or liabilities incurred by any sub-group unless specifically guaranteed by the Committee.
13. INTERPRETATION OF THE CONSTITUTION
Any disagreement concerning the interpretation of the Constitution shall be resolved at the AGM or Special General Meeting.
14. ALTERATIONS TO THE CONSTITUTION
Alterations and additions to this Constitution may be made by a simple majority vote at an AGM or Special General Meeting subject to the rules mentioned above.
15. DISSOLUTION OF THE SOCIETY
15.1. The Society may only be dissolved at a Special General Meeting called for that purpose with due notice being given to all fully paid up members enabling them either to attend or vote by proxy.
15.2. If upon the winding up or dissolution of the Society there remains after the satisfaction of all its debts and liabilities any property whatsoever the same shall not be paid to or distributed among the members of the Society but shall be given or transferred to some charitable institution or institutions having objects similar to objects of the Society which shall prohibit the distribution of its or their income and property amongst its or their members, such institution or institutions to be determined by the members of the Committee at or before the time of dissolution and if and insofar as effect cannot reasonably be given to the aforesaid provision then to some charitable object.