SHEEN LIONS FOOTBALL CLUB
Surrey County Football Association
Surrey Youth League
Constitution adopted on …….day the ……..day of ……………………….2008
The name of the Association is Sheen Lions Football Club (“the Charity’)
Subject to the matters set out below the Charity and its property shall be administered and managed in accordance with this constitution by the members of the Executive Committee, constituted by clause H1 of this constitution (“the Executive Committee”).
The Charity’s objects (“the objects”) are;
- To organise or provide or assist in the organisation or provision of facilities which will enable boys and girls up to 18 years of age resident in Richmond-upon-Thames and East Sheen and the surrounding area (“the area of benefit”) to play football ensuring that due attention is given to the physical, personal and educational development of such boys and girls and to the development and occupation of their minds;
- To further such other charitable purposes, particularly in the area of benefit, as the Executive Committee of the Charity may from time to time decide.
In furtherance of the objects but not otherwise the Executive Committee may exercise the following powers:
- Power to raise funds and to invite and receive contributions provided that in raising funds the Executive Committee shall not undertake any substantial permanent trading activities and shall conform to any relevant requirements of the law;
- Power to buy, take on lease or in exchange any property necessary for the achievement of the objects and to maintain and equip it for use;
- Power subject to any consents required by law to sell, lease or dispose of all or any part of the property of the Charity;
- Power subject to any consents required by law to borrow money and to charge all or any part of the property of the Charity with repayment of the money so borrowed;
- Power to employ such staff (who shall not be members of the Executive Committee) as are necessary for the proper pursuit of the objects and to make all reasonable and necessary provision for the payment of pensions and superannuation for staff and their dependants;
- Power to co-operate with other charities, voluntary bodies and statutory authorities operating in furtherance of the objects or of similar charitable purposes and to exchange information and advice with them;
- Power to establish or support any charitable trusts, associations or institutions formed for all or any of the objects:
- Power to appoint and constitute such advisory committees as the Executive Committee may think fit;
- Power to do all such other lawful things as are necessary for the achievement of the objects.
- The members of the Club from time to time shall be those persons listed in the register of members (“the Membership Register”) which shall be maintained by the Club Secretary.
- Any person who wishes to be a member must apply on the Membership Application Form and deliver it to the Club Secretary together with such membership subscription as the Executive Committee from time to time determines acting in the best interests of the Charity. Election to membership shall be at the sole discretion of the Club Committee acting in the best interests of the Charity. Membership shall become effective upon an applicant’s name being entered in the Membership Register.
- In the event of a member’s resignation or expulsion, his or her name shall be removed from the Membership Register.
- A member shall be deemed to have resigned where any sum due to the Charity is not paid in full within 28 days.
- The Executive Committee may by reason for good reason terminate the membership of any individual provided that the individual concerned shall have the right to be heard by the Executive Committee, accompanied by a representative, before a final decision is made.
- The Football Association and parent County Association shall be given access to the Membership Register on demand.
At the annual general meeting of the Charity the members shall elect from amongst themselves a chairman, a secretary and a treasurer, who shall hold office from the conclusion of that meeting.
H. Executive Committee.
- The Executive Committee shall consist of not less than three members nor more than ten members being:
- The officers specified in the preceding clause; and
- Not more than seven members elected at the annual general meeting who shall hold office from the conclusion of that meeting;
- The Executive Committee may in addition appoint not more than three co-opted members but so that no-one may be appointed as a co-opted member if, as a result, more than one third of the members of the Executive Committee would be co-opted members. Each appointment of a co-opted member shall be made at a special meeting of the Executive Committee called under clause R and shall take effect from the end of that meeting unless the appointment is to fill a place which has not then been vacated in which case the appointment shall run from the date when the post becomes vacant.
- All the members of the Executive Committee shall retire from office together at the end of the annual general meeting next after the date on which they came into office but they may be re-elected or re-appointed.
- 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.
- 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.
- 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 and of willingness to act in the trusts of the Charity.
I. Determination of Membership of Executive Committee.
A member of the Executive Committee shall cease to hold office if he or she:
- Is disqualified from acting as a member of the Executive Committee by virtue of section 72 of the Charities Act 1993 (or any statutory re-enactment or modification of that provision);
- Becomes incapable by reason of mental disorder, illness or injury of managing and administering his or her own affairs;
- Is absent without the permission of the Executive Committee from all their meetings held within a period of six months and the Executive Committee resolve that his or her office be vacated; 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).
- Executive Committee Members not to be personally interested.
- No member of the Executive Committee shall acquire any interest in property belonging to the Charity (otherwise than as a trustee for the Charity) or receive remuneration or be interested (otherwise than as a member of the Executive Committee) in any contract entered into by Executive Committee.
K. Meetings and proceedings of the Executive Committee.
- The Executive Committee shall hold at least two ordinary meetings each year. A special meeting may be called at any time by the chairman or by any two members of the Executive Committee upon not less than 4 days’ notice being given to the other members of the Executive Committee of the matters to be discussed.
- The chairman shall act as chairman at meetings of the Executive Committee. If the chairman is absent from any meeting, the members of the Executive Committee present shall choose one of their number to be chairman of the meeting before any other business is transacted.
- There shall be a quorum when at least one third of the number of members of the Executive Committee for the time being or three members of the Executive Committee, whichever is the greater, are present at a meeting.
- 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 chairman of the meeting shall have a second or casting vote.
- 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.
- The Executive Committee may from time to time make rules or bye-laws for the conduct of their business. The bye-laws may regulate the following matters but are not restricted to them:
- the admission of members of the Charity and the rights and privileges of such members, and the entrance fees and subscriptions and other fees or payments to be made by members;
- the conduct of members of the Charity in relation to one another and to any employees or volunteers of the Charity;
- the procedure at general meetings and at meetings of the Executive Committee in so far as such procedure is not regulated by this constitution;
- the keeping and authenticating of records; and
- generally, all such matters as are commonly the subject matter of the rules of an unincorporated association.
- Appendices 1 to 4 hereto entitled “Club Regulations”, “Child Protection Policy”, “Code of Conduct” and “Disciplinary Procedures” constitute the bye-laws intended to be implemented immediately following the adoption of this constitution.
- The Charity in general meeting has power to alter, add to or repeal the bye-laws.
- The Executive Committee must adopt such means as they think sufficient to bring the rules and bye-laws to the notice of members of the Charity.
- The rules and bye-laws shall be binding on all members of the Charity. No rule or bye-law shall be inconsistent with or shall affect or repeal anything contained in this constitution.
- The Executive Committee may appoint one or more sub-committees consisting of three or more members of the Executive Committee for the purpose of making any inquiry or supervising or performing any function or duty which in the opinion of the Executive Committee would be more conveniently undertaken or carried out by a sub-committee: provided that all acts and proceedings of any such sub-committees shall be fully and promptly reported to the Executive Committee.
L. Receipts and expenditure.
- The funds of the Charity, including all donations, contributions and bequests, shall be paid into an account operated by the Executive Committee in the name of the Charity at such bank as the Executive Committee shall from time to time decide. All cheques drawn on the account must be signed by at least two members of the Executive Committee.
- The funds belonging to the Charity shall be applied only in furthering the objects.
- Members of the Executive Committee may pay out of or be reimbursed from the property of the Charity reasonable expenses properly incurred by him or her when acting on behalf of the Charity.
- None of the income or property of the Charity may be paid or transferred directly or indirectly by way of dividend, bonus or otherwise by way of profit to any member of the Charity. This does not prevent the purchase of indemnity insurance for the members of the Executive Committee against any liability that by virtue of any rule of law would otherwise attach to them in respect of any negligence, default, breach of duty or breach of trust of which he or she may be guilty in relation to the Charity but excluding:
- costs of unsuccessfully defending criminal prosecutions for offences arising out of the fraud, dishonesty or wilful or reckless misconduct of the member of the Executive Committee; and
- liabilities of the Charity that result from conduct that the Executive Committee member knew or ought to have known was not in the best interests of the Charity or in respect of which the person concerned did not care whether that conduct was in
- the best interests of the Charity or not.
1. Subject to the provisions of sub-clause 2 of this clause, the Executive Committee shall cause the title to:
a. all land held by or in trust for the charity which is not vested in the Official Custodian for Charities; and
b. all investments held by or on behalf of the charity;
to be vested either in a corporation entitled to act as custodian trustee or in not less than three individuals appointed by them as holding trustees. Holding trustees may be removed by the Executive Committee at their pleasure and shall act in accordance with the lawful directions of the Executive Committee. Provided they act only in accordance with the lawful directions of the Executive Committee, the holding trustees shall not be liable for the acts and defaults of its members.
2. If a corporation entitled to act as custodian trustee has not been appointed to hold the property of the charity, the Executive Committee may permit any investments held by or in trust for the charity to be held in the name of a clearing bank, trust corporation or any stockbroking company which is a member Of the International Stock Exchange (or any subsidiary of any such stockbroking company) as nominee fi)r tile Executive Committee, and may pay such a nominee reasonable and proper remuneration for acting as such.
The Executive Committee shall comply with their obligations under the Charities Act 1993 (or any statutory re-enactment or modification of that Act) with regard to:
- the keeping of accounting records for the Charity;
- the preparation of annual statements of account for the charity;
- the auditing or independent examination of the statements of account of the Charity; and
- the transmission of the statements of account of the Charity to the Commission.
O. Annual Report.
The Executive Committee shall comply with their obligations under the Charities Act 1993 (or any statutory re-enactment or modification of that Act) with regard to the preparation of an annual report and its transmission to the Commission.
P. Annual Return.
The Executive Committee shall comply with their obligations under the Charities Act 1993 (or any statutory re-enactment or modification of that Act) with regard to the preparation of an annual return and its transmission to the Commission.
Q. Annual General Meeting.
- There shall be an annual general meeting of the Charity which shall be held in the month of May in each year or as soon as practicable thereafter.
- Every annual general meeting shall be called by the Executive Committee. The Secretary shall give at least 14 days’ notice of the annual general meeting to all the members of the Charity. All the members of the Charity shall be entitled to attend and vote at the meeting.
- Before any other business is transacted at the first annual general meeting the persons present shall appoint a chairman of the meeting. The chairman shall be the chairman of subsequent annual general meetings, but if he or she is not present, before any other business is transacted, the persons present shall appoint a chairman of the meeting.
- The Executive Committee shall present to each annual general meeting the report and accounts of the Charity for the preceding year.
- Nominations for election to the Executive Committee must be made by members of the Charity in writing and must be in the hands of the secretary of the Executive Committee at least 14 days before the annual general meeting. Should nominations exceed vacancies, election shall be by ballot.
R. Special General Meetings.
The Executive Committee may call a special general meeting of the Charity 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 14 days’ notice must be given. The notice must state the business to be discussed.
S. Procedure at General Meetings.
- The secretary or other person specially appointed by the Executive Committee shall keep a full record of proceedings at every general meeting of the Charity.
- There shall be a quorum when at least one tenth of the number of members of the Charity for the time being or ten members of the Charity, whichever is the greater, are present at any general meeting.
Any notice required to be served on any member of the Charity shall be in writing and shall be served by the Secretary or the Executive Committee on any member either personally or by sending it through the post first class 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.
U. Alterations to the Constitution.
- Subject to the following provisions of this clause the Constitution may be altered by a resolution passed by not less than two thirds 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.
- No amendment may be made to clause A (the name of charity clause), clause C (the objects clause), clause J (Executive Committee members not to be personally interested clause), clause V (the dissolution clause) or this clause without the prior consent in writing of the Commissioners.
- No amendment may be made which would have the effect of making the Charity cease to be a charity at law.
- The Executive Committee should promptly send to the Commission a copy of any amendment made under this clause.
If the Executive Committee decides that it is necessary or advisable to dissolve the Charity it shall call a meeting of all members of the Charity, of which not less than 21 days’ notice (stating the terms of the resolution to be proposed) shall be given. If the proposal is confirmed by a two-thirds majority of those present and voting the Executive Committee shall have power to realise any assets held by or on behalf of the Charity. Any assets remaining after the satisfaction of any proper debts and liabilities shall be given or transferred to such other charitable institution or institutions having objects similar to the objects of the Charity as the members of the Charity may determine or failing that shall be applied for some other charitable purpose. A copy of the statement of accounts, or account and statement, for the final accounting period of the Charity must be sent to the Commission.
W. 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 constitution was adopted on the date mentioned above by the persons whose signatures appear at the bottom of this document.
X. Rules and Regulations.
- The Club shall have the status of an Affiliated Member Club of The Football Association by virtue of its affiliation to/membership of The Football Association. The Rules and Regulations of The Football Association Limited and parent County Association and any League or Competition to which the Club is affiliated for the time being shall be deemed to be incorporated into the Club Rules.
- No alteration to the Club Rules shall be effective without prior written approval by the parent Association.
- The Club will also abide by The Football Association’s Child Protection Policies and Procedures, Codes of Conduct and the Equal Opportunities and Anti-Discrimination Policy.
Registered Charity, no. 1123930 – Affiliated to the Surrey County FA, no. JYC 00303 – Member of the Surrey Youth League