Snowdown Colliery Welfare Rugby Football Club

Constitution

1.Name The Club is called Snowdown Colliery Welfare Rugby Football Club ("the Club").

2.Definitions

2.1 "the Chairperson"means the person elected from time to time to be the chairperson of the Club in accordance with Rule 9;
"the Honorary Secretary"means the person elected from time to time to be the honorary secretary of the Club in accordance with Rule 9;
"the Honorary Treasurer"means the person elected from time to time to be the honorary treasurer of the Club in accordance with Rule 9;
“Constituent Body”the Constituent Body of the RFU to which the club is from time to time affiliated which at the date of adoption of these rules is Kent County RFU.
"the IRB"means the world governing body for rugby union, which at the date of adoption of these Rules is the International Rugby Board;
"the Management Committee"means the committee appointed under Rule 9 to manage the Club;
"the Members"means the members of the Club admitted from time to time to membership of the Club in accordance with Rule 5;
"the RFU"means the Rugby Football Union (an Industrial & Provident Society with registered number 27981R which is the governing body of rugby union within England) of Rugby House, Rugby Road, Twickenham, Middlesex TW1 1DS;
"the Trustees"means the persons appointed from time to time to be the trustees of the Club in accordance with Rule 10.6.
2.2Words denoting the singular number include the plural number and vice versa; words denoting the masculine gender include the feminine gender; and words denoting persons include bodies corporate (however incorporated) and unincorporated, including unincorporated associations of persons and partnerships.

3.Objects The objects of the Club are:
(a)principally to provide facilities for rugby union and generally to promote, encourage and facilitate the playing of rugby union in the area of Aylesham and Snowdown and amongst the community;
(b)to provide and maintain Club premises at the Welfare Ground Aylesham and club-owned rugby equipment for the use of its Members;
(c)to provide other ordinary benefits of an amateur sports club as set out in Schedule 18 of the Finance Act 2002 including without limitation the provision of suitably qualified coaches, coaching courses, insurance, medical treatment;
(d)to sell or supply food or drink and provide other activities as a social adjunct to the sporting purposes of the Club;
(e)to obtain funding for the activities of the Club by collecting, membership subscriptions, and match fees, by obtaining sponsorship and other available funding;
(f)to affiliate to the RFU, (through the membership of the Club's nominee to the RFU, such nominee to be the Honorary Secretary or another officer of the Club approved by the RFU), and to affiliate to the Constituent Body designated to it by the RFU;
(g)to comply with and uphold the Rules and Regulations of the Constituent Body, the RFU and the IRB as amended from time to time and the rules and regulations of any body to which the RFU is affiliated;
(h)to acquire, establish, own, operate and turn to account in any way the rugby union facilities of the Club together with buildings and easements, fixtures and fittings and accessories as shall be thought advisable;
(i)to make rules, regulations, bye-laws and standing orders concerning the operation of the Club including, without limitation, regulations concerning disciplinary procedures that may be taken against the Members;
(j)to discipline the Members where permitted by its rules/regulations and to refer its Members to be disciplined by the RFU or the Constituent Body (as appropriate) where so required by the Rules and Regulations of the RFU or the Constituent Body (as the case may be);
(l)to do all such other things as the Management Committee thinks fit to further the interests of the Club or to be incidental or conducive to the attainment of all or any of the objects stated in this Rule 3.

4.Application of Surplus Funds
4.1The Club is a non-profit-distributing organisation. All surpluses will be used to maintain or improve the Club's facilities and in furtherance of the Club's objects and may not be distributed to any members or third party. No surplus will be distributed other than to another registered community amateur sports club for rugby union, to the RFU for use in community-related rugby union initiatives, or to a charitable organisation, on winding-up or dissolution of the Club.
4.2Nothing in Clause 4.1 shall prevent the Club from entering an agreement with a Member for his employment by the Club, provided that such arrangements are approved by the Management Committee (without the Member being present) and are agreed with the Member on an arm's length basis. [If a Member is to be employed by the Club and the person concerned is also a member of the Management Committee or a Trustee, any remuneration, salary, fees or benefit in money or money's worth paid to such Member (or someone connected to him) by the Club for discharging his duties as such must:
(i)be fixed having regard to the current remuneration of officers in comparable posts;
(ii)not exceed the general market rate for officers providing comparable services; and
(iii)not to any extent be determined by or conditional upon the profits or losses derived from some or all of the activities of the Club or by reference to the level of the Club's gross income from some or all of its activities
Nothing herein shall prevent the Club from entering an agreement with a Member for the supply by him to the Club of goods or services, nor prevent any payment in good faith by the Club:
(a)of interest on money lent by a Member or its officers at a commercial rate of interest;
(b)to any officer, committee or sub committee member of reasonable and proper out of pocket expenses;
(c)of reasonable and proper rent for premises demised or let by any Member or by any officer; or
(d)of any premium in respect of the purchase and maintenance of indemnity insurance in respect of liability for any act or default of the officers (or any of them) in relation to the Club.
4.3No Member shall be paid a salary, bonus fee or other remuneration for playing for the Club.

5.Membership
5.1Eligibility for membership
5.1.1Persons of either sex are eligible for [full] membership of the Club provided they are at least 18 years old. Membership shall be open to all without discrimination and in particular no person shall be denied membership of the Club on the grounds of race, ethnic origin, creed, colour, age, disability, sex, occupation, sexual orientation, religion, political or other beliefs.
5.1.2Persons below the age of 18 may be elected as Junior Members without the right to hold office or vote at general meetings.
5.1.3The number of Members is unlimited.

5.2Admission of Members
Any person who wishes to become a Member must submit an application in such form as the Management Committee shall decide. Every candidate for membership shall be considered by the Management Committee, which shall admit that candidate to membership of the Club unless to do so would be contrary to the best interests of the sport or the good conduct and interests of the Club. A person may appeal against a decision to refuse membership by informing the Management Committee, who shall put the matter to a general meeting for it to be decided by a majority vote of those Members present and voting at such meeting.

5.3Classes of Members
There shall be the following classes of members for the Club:
Adult Member (Playing), Vet 35yrs Member (Playing), Social Member (Non-Playing), Junior Member under 18years (Playing). All of the above Members shall be entitled to receive notice of, attend and vote at general meetings. For those aged under 16yrs a parent or guardian (aged 16yrs or over) may vote on their behalf. The other Members shall be entitled to all the other privileges of membership other than the right to receive notice of, attend and vote at general meetings. All Members shall be subject to these Rules and the regulations of the Club and respect the rules of the game of Rugby Union as set from time to time by the IRB.

5.4Subscriptions
5.4.1The entrance fee and annual subscription for each type of Member shall be determined from time to time by the Management Committee provided that the Management Committee shall ensure that the fees set by it do not preclude open membership of the Club
5.4.2The Members shall pay any entrance fee and annual subscription fees set by the Management Committee from time to time.
5.4.3No candidate who has been elected a Member shall be entitled to the privileges of membership until he has paid the entrance fee (if any) and his first annual subscription.
5.4.4Any Member whose entrance fee or subscription is not paid by more than three months in arrears shall be deemed to have resigned his membership of the Club.

6.Resignation
A Member may withdraw from membership of the Club with 7 days clear notice to the Club. Membership shall not be transferable in any event and shall cease immediately on death or dissolution or on the failure of the Member to comply or to continue to comply with any condition of membership set out in these Rules.

7.Expulsion
7.1The Management Committee shall have power to expel a Member when, in its opinion, it would not be in the interests of the sport or of the Club for him to remain a Member.
7.2A Member shall not be expelled unless he is given 7 days' written notice of the meeting of the Management Committee at which his expulsion shall be considered and written details of the complaint made against him.
7.3The Member shall be given an opportunity to make written representations and/or to appear before the Management Committee and at any such meeting to be accompanied by a representative or friend, who may answer complaints made against the Member and to cross-examine any witnesses on behalf of the Member. The Member must not be expelled unless at least two-thirds of the Management Committee then present vote in favour of his expulsion.

7.4The Management Committee may exclude the Member from the Club's premises until the meeting considering his expulsion has been held. For the avoidance of doubt, the Member shall be entitled to attend that meeting for the purpose of making his representations.
7.5The Member expelled may appeal against such decision by informing the Management Committee, who shall put the matter to a general meeting for it to be decided by a majority of those present and voting at such meeting.

8.Effect of Resignation or Expulsion
Any person ceasing to be a Member forfeits all rights in relation to and claims upon the Club, its property and its funds and he has no right to the return of any part of his subscription. The Management Committee may refund an appropriate part of a resigning Member's subscription if it considers it appropriate taking account of all the circumstances.

9.The Management Committee
The Club shall be managed by a Management Committee consisting of:
a)The Chairperson;
b)The Honorary Secretary;
c)The Honorary Treasurer;
d)No more than 9 other members elected annually at the annual general meeting.
9.1The Management Committee shall decide in its discretion how members may be nominated for the election of members of the Management Committee and shall notify the Members accordingly.
9.3Any person nominated as a member of the Management Committee must be a Full Member of not less than 1years' standing.
9.4If there is only one candidate nominated to fill any particular vacancy, that candidate shall be declared elected unopposed for that particular vacancy at the next annual general meeting. If there is more than one candidate for any particular vacancy there shall be an election at the annual general meeting for that position. In the event of a tie, the candidate to be elected shall (unless the candidates otherwise agree) be determined by lot.
9.5The Management Committee shall be elected at the annual general meeting in each year, and subject to termination of office by resignation, removal or otherwise, the Members remain in office until they or their successors are re-elected or elected (as the case may be) at the annual general meeting following their re-election or election (as the case may be).
9.8Retiring members of the Management Committee may be re-elected, with the exception of the Chairperson who must re-elected after no more than 3years in post.
9.9A member of the Management Committee shall be deemed to have vacated office if:
(a)he resigns his office by notice to the Club; or
(b)he is suspended from holding office or from taking part in any activity relating to the administration or management of the Club by a decision of the Constituent Body or the RFU;
(c)he is requested to resign by not less than two-thirds of the Management Committee.
10.Proceedings of the Management Committee
10.1Management Committee meetings shall be held each calendar month. The quorum for such meetings shall be two thirds. The Chairman and the Honorary Secretary shall have discretion to call emergency meetings of the Management Committee if they consider it to be in the interests of the Club. The Honorary Secretary shall give all the members of the Management Committee not less than 4days' notice of a meeting.
10.2The Chairperson shall be the chairperson of the Management Committee and shall preside at every meeting of the Management Committee at which he is present. But if there is no person holding that office, or if the Chairperson is unwilling to preside or is not present within five minutes after the time appointed for the meeting, the Honorary Secretary shall preside. If the Honorary Secretary is unwilling to preside, of if he is not present within five minutes after the time appointed for the meeting, the members of the Management Committee present may appoint one of their number to be chairperson of the meeting.
10.3Decisions of the Management Committee shall be made by a simple majority and in the event of an equality of votes the Chairperson (or the acting chairperson of that meeting) shall have a casting or additional vote.
10.4The Management Committee may from time to time appoint from among its number such sub-committees as it considers necessary and may delegate to them such of the powers and duties of the Management Committee as the Management Committee may determine. All sub-committees shall periodically report their proceedings to the Management Committee and shall conduct their business in accordance with the directions of the Management Committee.
10.5The Management Committee shall be responsible for the management of the Club and shall have the sole right of appointing and determining the terms and conditions of service of employees of the Club. The Management Committee shall have power to enter into contracts for the purposes of the Club on behalf of all the Members.

10.6The Management Committee shall appoint Trustees, to hold office until death or resignation unless removed from office by a resolution of the Management Committee or by a resolution duly passed at a general meeting. The Chairman from time to time is nominated as the person to appoint new Trustees within the meaning of Section 36 of the Trustee Act 1925. A new Trustee or new Trustees shall be nominated by resolution of the Management Committee and the Chairman shall by deed duly appoint the person or persons so nominated as the new Trustee or Trustees of the Club and the provisions of the Trustee Act 1925 shall apply to any such appointment. Any statement of fact in any such deed of appointment shall in favour of a person dealing with the Club or the Committee in good faith be conclusive evidence of the fact so stated.

10.7The number of Trustees shall not be less than two.

10.8The members of the Management Committee shall be entitled to an indemnity out of the assets of the Club for all expenses and other liabilities properly incurred by them in the management of the affairs of the Club.

11.Annual general meeting
11.1The annual general meeting of the Club shall be held at such time as the Management Committee shall decide each year to transact the following business:
(a)to receive the Chairperson's report of the activities of the Club during the previous year;
(b)to receive and consider the accounts of the Club for the previous year, the Honorary Treasurer's report as to the financial position of the Club;
(c)to elect members of the Management Committee;
(d)to decide on any resolution which may be duly submitted in accordance with Rule 11.2 below; and
(f)to deal with any special matters which the Management Committee desires to bring before the membership.
11.2Notice of any resolution proposed to be moved at the annual general meeting shall be given in writing to the Honorary Secretary not less than 21 days before the meeting.
11.3The annual general meeting shall be held within 8 weeks of the end of the season each year.

12.Extraordinary general meetings
An extraordinary general meeting may be called at any time by the Management Committee and shall be called within 21 days of receipt by the Honorary Secretary of a requisition in writing signed by not less than 20 Members stating the purposes for which the meeting is required and the resolutions proposed.

13.Procedures at the annual and extraordinary general meetings
13.1The Honorary Secretary shall send to each Member at his last known address written notice of the date of the general meeting together with the resolutions to be proposed at least 21 days before the meeting.
13.2The quorum for the annual and extraordinary general meetings shall be 20 Members or one third of the membership of the Club (whichever is the greater number).
13.3The Chairperson shall preside at all meetings of the Club but if he is not present within 15 minutes after the time appointed for the meeting or has signified his inability to be present at the meeting, the Members present and entitled to vote may choose one of the other members of the Management Committee present to preside and if no other member of the Management Committee is present or willing to preside the Members present and entitled to vote may choose one of their number to be chairman of the meeting.

13.4Each Playing Member, Non-Playing Member, and a parent or guardian representing a Junior Member (under 18yrs) shall have one vote and resolutions shall be passed by a simple majority of those Members present and voting and proxy votes gathered within the 21days prior to the meeting.
13.5The Honorary Secretary, or in his absence a member of the Management Committee, shall take minutes at annual and extraordinary general meetings.

14.Guests
14.1Any Member may introduce guests to the Club, and any player, coach, other team representative, match official or spectator attending the Club's premises (by invitation of the Club) who is not a Member shall be a guest of the Management Committee, provided that no one whose application for membership has been declined or who has been expelled from the Club may be introduced as a guest.
14.2A Member introducing a guest and any person introduced as a guest of the Management Committee in accordance with Rule 16.1 must enter the name and address of the guest together with the name of the introducer in a book which must be kept on the Club's premises.

16.Opening of Club premises
The Club is open for such other periods as the Management Committee shall decide. The Club’s facilities shall be available to the members without discrimination.
17.Alteration of the rules
17.[1]These Rules may be altered by resolution at an annual or extraordinary general meeting provided that the resolution shall not be passed unless carried by a majority of at least one third of the Members present and voting at the general meeting, the notice of which contains particulars of the proposed alteration or addition. Provided that nothing in such alterations shall prejudice the Club's status as a Community Amateur Sports Club under Schedule 18 Finance Act 2002.

18.Regulations and Standing Orders
The Management Committee shall have power to make, repeal and amend such regulations and standing orders as it may from time to time consider necessary for the wellbeing of the Club. Provided that nothing in such alterations shall prejudice the Club's status as a Community Amateur Sports Club under Schedule 18 Finance Act 2002. Such regulations and standing orders and any repeals or amendments to them shall have effect until set aside by the Management Committee.

19.Finance
19.1All moneys payable to the Club shall be received by the person authorised by the Management Committee to receive such moneys and shall be deposited in a bank account in the name of the Club. No sum shall be drawn from that account except by cheque signed by two of the three signatories who shall be the Chairman, Honorary Secretary and Honorary Treasurer. Any moneys not required for immediate use may be invested as the Management Committee in its discretion thinks fit.
19.2Subject to Rule 24.3, the income and property of the Club shall be applied only in furtherance of the objects of the Club and no part thereof shall be paid directly or indirectly, overtly or covertly by way of bonus, dividend or profit to any Member or third parties other than other community amateur sports clubs or charities.
19.3The Management Committee shall have power to authorise the payment of remuneration and expenses to any Officer, member of the Management Committee, Member or employee of the Club and to any other person or persons for services rendered to the Club, provided that any payment to any officer of the Club shall comply with Rule 4.2.
19.4The financial transactions of the Club shall be recorded in such manner as the Management Committee thinks fit by the Honorary Treasurer.
19.5Full accounts of the financial affairs of the Club shall be prepared each year.

20.Borrowing
20.1The Management Committee may borrow a maximum total amount of [state maximum amount] on behalf of the Club for the purposes of the Club from time to time at its own discretion and with the sanction of a general meeting any further money above that sum.

21Property
21.1The property of the Club, other than cash at the bank, shall be vested in the Trustees. They shall deal with the property as directed by resolution of the Management Committee and entry in the minute book shall be conclusive evidence of such a resolution.
22.Dissolution
22.1A resolution to dissolve the Club shall be proposed only at an extraordinary general meeting and shall be passed only if carried by a majority of at least two thirds of the Members present and voting.
22.2The dissolution shall take effect from the date of the resolution and the members of the Management Committee shall be responsible for the winding-up of the assets and liabilities of the Club.
22.3Any property remaining after the discharge of the debts and liabilities of the Club shall be paid to or distributed to the RFU for use in community-related rugby union initiatives, another registered community amateur sports club for rugby union or a charity.

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