SuffDIG - Foundations in Diabetes Care

SUFFOLK DIABETES INTEREST GROUP

Constitution:

I GENERAL

The name of the Association shall be the Suffolk Diabetes Interest Group, which may be abbreviated to SuffDIG.

The aims and objectives of the Association shall be as follows:

1. The promotion and protection of the health of people with diabetes in Suffolk, through the provision of support, education and practical advice both in local surgeries and hospitals;

and

2. To advance the education of the general public in Suffolk relating to diabetes

SuffDIG will raise funds and invite and receive contributions from any person or persons by way of subscriptions, donations, covenants and otherwise, provided that the Association shall not undertake any permanent trading activities in raising funds for its primary objectives.

If/when the organisation employs paid staff, the senior member of staff would become an ex-officio member of the committee and would be entitled to attend committee meetings but not vote.

The Association’s service shall include support, counselling and advice, and may include opportunities for social support.

The training, selection and supervision of all those involved in the provision of services shall be arranged and carried out by suitably qualified persons approved by the Committee, acting on the advice of and working from the guidelines issued by the Association.

The Association shall work to establish and maintain close co-operation with appropriate local voluntary and statutory services.

 The Association shall adhere to statutory equal opportunities policy and practices.

The Association may do any other lawful thing to further its objects subject to the laws governing charitable organisations in England and Wales.

II  MEMBERS

3. There shall be:

a) Participating members - being those who take part in the provision of the Association’s services by giving their time and expertise in such a way as the Committee decides shall entitle them to become participating members, who shall have one vote each at the Association’s General Meetings. The Administrator shall keep a list of such members. No subscription shall be required of them, and the Association shall provide them free of charge with such publications as the Committee decides they need, though nothing in this Constitution precludes a participating member from making a voluntary contribution by way of a donation towards the Association’s costs.

b) Subscribing members - being those who use the services provided by the Association, or who support its work, and wish to subscribe to its aims by the payment of an annual subscription which shall entitle them to attend the Association’s functions and either:

i) attend and vote at General Meetings, each subscribing member having  one vote OR

ii) attend General Meetings, but shall not entitle them to vote,

- the decision to be taken by the Committee.

The amount of the subscription shall be decided annually by the Committee. The Association may, but need not, offer to subscribing members, at a rate which will at least cover the cost to the Association, a package of such additional benefits, as the Committee decides.

c) Other Members:

Affiliated members - being individuals or organisations who wish to indicate their support of the aims of the Association by applying to the Committee for affiliation and are approved.

Friends of SuffDIG - being those individuals or organisations who support the Association financially and are invited by the Committee to join the  Friends.

Such members shall not be entitled to vote. The Committee may, but need not, agree an annual subscription for these members.

4. Cessation of Membership

a) Participating members shall cease to be members on resignation from the post,which qualified them for membership, or if they cease to fulfil their membership role.

b) Subscribing members shall cease to be members three months after their subscription falls due and has not been paid.

c) Other members shall cease to be members when they indicate that they wish so to do, eg by failing to pay their subscription.

5. Voting

Members entitled to vote may do so in person at meetings. There shall be no entitlement to postal or proxy votes.

6. Removal from membership

a) Individual member - when the conduct of any member is thought to be causing injury to the Association in any respect the following procedure should be initiated:

i) An Officer should give notice that the Committee will be asked to suspend the member; the notice should set out the reasons clearly and concisely and reach the member at least 28 days before the Committee meeting and invite a reply in writing within seven days.

ii) The notice together with the reply should be circulated to all Committee members at least seven days before the meeting.

iii) The Committee should vote on the basis of the circulated papers alone, a two­ thirds majority being needed for the proposal to suspend to succeed. The Committee should then select two members for any possible appeal panel.

iv)  The result should be notified to the member in writing within seven days.

The member has the right within a further 14 days to give notice of appeal; a Panel shall then be set up chaired by a member of the Association with no previous involvement with the individual and consisting of  two selected Committee members and two independent members invited by the Panel Chairman. The member has the right to write to the Panel, or appear in person and speak with or without a supporter who has the right to speak on the members behalf.

v) If the appeal does not succeed, or no notice of appeal is given, the member shall be removed from membership.

b) Organisation - the affiliation of an organisation may at any time be terminated by the Committee, eg if the aims and/or objects or activities of the organisation or its members become incompatible with the objects of the Association, without any obligation to state a reason.

III  OFFICERS AND MANAGEMENT

7. The organisation, management and running of the Association shall be the responsibility of the Committee, which shall meet sufficiently frequently to properly run the Association. The Administrator shall call a meeting at the request of another Officer or two Committee members.

a) The Committee shall consist of:

i) The Officers - Chairman, Vice-Chairman, Administrator, Treasurer and such other Officers to a maximum of seven as may be approved by the Association. The Officers, subject to the provisions of Clause 10 regarding a paid Administrator, shall be elected at the Annual General Meeting for a term of one year. All shall be eligible for re-election, except that the Chairman after three consecutive years in office shall not be eligible for re-election to that office without an interval of at least one year.

ii) Committee Members - including such roles covering specific responsibilities as Publicity or Membership Officer etc. - to a minimum of four and a maximum of 10, who shall be elected at the Annual General Meeting for a term of one year, all being eligible for re-election.

iii) Representatives of the subscribing members - a minimum of one and a maximum of three who shall be elected by the subscribing members at the Annual General Meeting as at (b)

 iv)  One representative of the Friends of SuffDIG – if such a group has been formed, elected by them.

v)  Any vacancy on the Committee - may be filled on an interim basis by the Committee by invitation.

vi) Co-options - The Committee may also co-opt up to three additional members.

b)  Nominations for Officers and Committee members may be made either by the Committee as part of the agenda for the AGM, or by a proposer and seconder, both of whom must be subscribing or participating members of the Association, in writing accompanied by the written consent of the nominee, to reach the Administrator at least 14 days before the AGM.

c)  Invited and co-opted members shall cease to be members at the close of each AGM. They may be re-invited or re-co-opted for a further year only, after which they may remain on the Committee only by election.

d) No person may serve on the Committee who would be disqualified from acting   as a trustee by the Charities Act 1993.

e) In extreme circumstances, office or membership of the Committee may also be terminated by written notice of termination from the Committee.

8.  A quorum for Committee meetings shall be two of the Officers and one-third of the other members, rounded up to a whole number. All on the Committee shall have one vote. Decisions shall be by a simple majority of those entitled to vote who are present and voting. In case of an equality of votes, the Chairman shall have a second or casting vote.

Failure without the consent of the Committee to attend three consecutive meetings shall unless the Committee otherwise resolve, terminate office and/or membership of the Committee.

9. The Committee shall present at each Annual General Meeting, a written report of the affairs and accounts of the Branch.

10. The Committee may employ full- or part-time workers as it considers necessary and pay reasonable and proper remuneration and shall assign to them such duties as the Committee may require. Employees of the Association may not vote at any level of Association meeting and any participating member of a Association receiving a fee for work performed for the Association may not vote on matters pertaining to that work. Any person so employed shall be selected by the Committee in accordance with current employment legislation and good practice, and shall not require election at the Annual General Meeting.

11. The Committee may appoint and may, at any time dissolve, appropriate Sub-Committees, which shall be responsible to the Committee. Each Sub-Committee may co-opt not more than two additional members, whether members of the Association or not, such co-options to be ratified by the Committee. The Chairman of each Sub-Committee shall be appointed by the Committee. At least one member of the Committee shall serve on each Sub­-Committee. Proper minutes of every Sub-Committee Meeting shall be kept and forwarded to the Administrator. Officers of the Association are ex-officio members of all Sub-Committees.

IV  FUNDS AND ACCOUNTS

12. The management of the Association’s funds is the responsibility of the Committee. The income and property of the Association shall be applied solely towards the promotion of the objects of SuffDIG and no portion shall be paid or transferred other than in :

reimbursement of expenses properly incurred in the performance of the Association 's business, and

proper remuneration of employees

or

as directed by the Committee

13. The Treasurer shall keep proper account of all monies received and paid and shall prepare annual accounts in such form as the Committee shall require and shall submit these accounts as and when required.

14. The Association shall not purchase any real property or take premises upon lease or tenancy agreement without the consent of the Committee

15. The Association shall observe the provisions of the law relating to Charitable Trusts pending recognition of charitable status.

16. In the event of the Association ceasing to function, the Officers shall hand over its money, securities, books, papers, assets and all other property whatsoever whether heritable, immovable, movable or real or personal to the Committee to be utilised by the Committee for whatever charitable purposes the Committee shall in its absolute discretion, think fit, having regard to monies given for specific purposes.

V  GENERAL MEETINGS

17. The Annual General Meeting

a) The Annual General Meeting of the Association shall be held once at least in every calendar year and not more than 15 months after the last preceding Annual General Meeting. Notice of the meeting shall be issued by the Administrator to members in such form as the Committee may decide not less than 21 days before the date of the meeting including an invitation to nominate Officers and Committee members.

b) At this meeting, the Officers and members of the Committee shall be elected.   The Annual Report and Accounts shall be submitted for approval and any other necessary business transacted.

18. Seven voting members shall be a quorum at all Annual General Meetings or Extraordinary General Meetings of the Association. Each voting member of the Association shall be entitled to one vote on any issue. In case of an equality of votes the Chairman shall have a second or casting vote.

19.  Extraordinary General Meetings of the Association may be held whenever the Committee consider it expedient or on the requisition signed by not less than one quarter of the voting membership. Such requisition must state the object for which the meeting is to be called and the wording of any resolution to be proposed and the meeting must be held within 35 days of receipt of the requisition by the Administrator.

Notice of such meetings shall be issued by the Administrator not later than 21 days before the date of the meeting together with a note of the objects for which the meeting is called and the text of any proposed resolution, and notices of amendment must reach the Administrator 14 days before the date of the said meeting and shall be circulated to all members. No amendments may be made at the meeting.

20. The Administrator shall keep minutes of the meetings and transactions of the Association.

21. The non-receipt of a notice of a General Meeting or of a meeting of the Committee or Sub-­Committee through accident or Act of God or mistake by a person entitled to receive such notice shall not invalidate any proceedings thereat.

VI  AMENDMENTS OF CONSTITUTION

22. If the Committee approves suggested amendments to this Constitution, it may be amended by a two thirds majority of those present and voting at an Annual or Extraordinary General Meeting of the Branch, 28 days notice in advance of the meeting having been given. No amendment to any Resolution to alter the Constitution may be made at the meeting unless it has been circulated to members at least 21 days before the meeting. Provided always that no amendment shall be made which would have the affect of causing the Association to breach any requirement applying to a Association.

VII  CHARITABLE STATUS

The articles were adopted at a meeting of the SuffDIG Committee held on Tuesday the 16^th of January 2007 at the West Suffolk Hospital Diabetes Centre.

The Association will seek recognition as a Registered Charity when these articles may be amended as necessary.

 

Last revised: August 2007