|Rules of the Society|
|as amended by
the Charities Commission
1 The name of the association is The Havergal Brian Society.
2 The objects of the association are to promote public knowledge and appreciation of the life and works of William Havergal Brian and, to this end, to encourage and sponsor the publication, performance and recording of his work.
3 The association shall have the following officers: a chairman, a secretary and a treasurer.
4 Membership of the Society shall be open to persons or bodies interested in furthering the objects of the Society or participating in its organization, but no body or person shall be a member unless his or her or its membership has been accepted by the Executive Committee, who shall have an absolute discretion not to accept any person or body as a member without giving any reason therefor.
5 For 1978 onwards, membership shall be by annual subscription payable on 1 January of the year in question, at a rate to be decided annually by the committee. No application for membership shall be valid unless accompanied by a subscription in respect of the year for which it is made.
6 Unless in any individual case the committee shall determine otherwise, any member who fails to pay his annual subscription within six months of its falling due shall be deemed to have resigned from the Society.
7 Any member may resign his membership at any time by giving to the secretary notice in writing to that effect. Such notice shall, unless otherwise expressed, be deemed to take effect on its receipt by the secretary.
8 The officers of the association shall hold office until the annual general meeting next following their appointment. Any vacancy in such offices shall be filled by resolution of an annual general meeting and holders of any such offices shall be eligible for re-election.
9 The committee of the association consists of the officers of the association and not less than two or more than ten extra members. A new committee shall be elected at each annual general meeting of the association but retiring members of the committee shall be eligible for reelection. The committee shall have power to appoint a member to fill any casual vacancy on the committee and to appoint any member of the committee not being a co-opted member to fill any casual vacancy amongst the officers of the association until the next annual general meeting.
10 The committee shall have power to co-opt other members to serve as temporary members of the committee but such temporary members shall not at any time exceed three in number and they shall not at any time be considered members of the committee for the purpose of calculating the quorum at meetings of the committee.
11 The committee shall have power to set up such sub-committees as it shall deem necessary. Such sub-committees shall include at least one member of the committee.
12 The annual general meeting of the association shall be held in the month of January in each year and every member shall receive not less than 30 days' notice of such a meeting by publication in the Newsletter of the association dispatched to him by post at his last known address.
13 The treasurer shall present to the Society, at its annual general meeting, an independently examined account of the finances of the Society.
14 Ordinary meetings of the association may be convened by the secretary upon a request by the committee by a similar notice to that in Rule 12., which notice shall state the business to be considered at the meeting.
15 Special meetings of the association may be convened by the secretary upon a request in writing signed by one member in five or 20 members, whichever shall be less, upon a similar notice to that in Rule 12, which notice shall state the business to be considered at the meeting.
16 At the annual general meeting, at each ordinary meeting and at each special meeting the chairman and in his absence a member selected by the committee shall take the chair. Every member including the chairman shall have one vote and in the case of equality of votes the motion shall be considered to have been lost.
17 The quorum at all meetings of the association shall be as follows: for motions proposing any repeal, addition to or amendment of the rules of the association and for motions relating to the expulsion of any member, 20 for all other business 5.
18 At all meetings of the association members may vote in person or by proxy. Proxies shall be in such form and exercisable in such manner as the committee shall appoint.
19 The committee shall meet four times a year and additionally as required. The chairman shall preside, in his absence the secretary and in their absence the treasurer. The quorum at all meetings of the committee shall be three members thereof including at least one of the officers of the association. Each member including the person presiding shall have one vote and in the case of equality of votes the motion shall be considered to have been lost.
20 In pursuit of its objects the Society may engage in any lawful fund raising or trading activity, but under no circumstances other than those covered in Rules 21, 22 and 23 shall any profit or financial surplus arising from such an activity be distributed to or applied for the personal benefit of any member of the Society.
21 If, in the opinion of the committee, circumstances so require, the Society may at any time engage paid administrative or other staff and members of the Society shall not be deterred from such employment solely by reason of their membership of the Society. Any member of the Society who becomes a paid employee of the Society shall not be entitled to speak or vote on any resolution directly affecting his or her pay and conditions of service.
22 Where a member of the Society is engaged by the Society to undertake work which is a part of his other normal professional duties the Society may pay that member his or her usual professional fees and expenses. Such a member may not speak or vote on any resolution directly affecting his or her contract of service.
23 The committee may at its discretion refund wholly or in part any personal expenses or other authorised expenditure reasonably incurred by a member while on the Society's business.
24 No member of the Society shall make public statements, or enter into commitments, on the Society's behalf unless duly authorised by the Committee.
25 The secretary shall cause to be published the association's Newsletter at such intervals as the committee shall decide and a copy shall be sent to each member by post at his last known address. In addition, copies may be sent at the discretion of the committee to individuals or organizations whose awareness of the Society's existence may he in the Society's interest.
26 The committee shall have power to admit honorary members to membership of the association without subscription. Such membership shall be given to persons who in the committee's opinion have made outstanding contributions to the advancement of the works of William Havergal Brian. Such honorary membership shall be for a period of five years but shall otherwise be subject to termination in the same manner as ordinary membership. An honorary member whose membership expires by effluxion of time may be readmitted as an honorary member.
27 The committee may invite any public figure sympathetic to the Society's objects to become a patron of the Society. It shall he understood that in agreeing to become a patron of the Society such a person agrees only to the use of his or her name in promoting the Society's objects, and that the position of patron shall carry no mandatory duties or obligations. A patron may at any time withdraw his or her patronage by giving 21 days notice to the secretary in writing. If not already entitled in some other capacity a patron shall receive the Newsletter free of charge. Unless otherwise specified, a patron of the Society shall be appointed for life, and there shall not be more than three patrons at any one time.
28 If the committee so decides it may appoint a president and vice-presidents of the Society. These positions shall be regarded purely as appointments of honour, without any mandatory duties or obligations, and shall be awarded to persons whose service to the music of William Havergal Brian or the Society has been outstanding. A president or vice-president may he appointed for life or for a term of years as the committee shall determine. If a president or vice-president is not already a member of the Society, his or her status during his or her tenure of office shall be that of an honorary member of the Society.
29 It shall be the duty of the committee if at any time they shall be of the opinion that the interests of the association so require, by letter to invite any member to withdraw from the association within a time specified in such a letter, and in default of such withdrawal to submit the question of his expulsion to a meeting to be held within two months of the date of such letter. It shall be the duty of the secretary to inform the member in question of the time and place of the meeting and of the nature of the complaints against him in sufficient time to afford him a proper opportunity of offering his explanation. At such meeting the member shall be allowed to offer an explanation of his conduct verbally or in writing, and if thereupon two thirds of the members present shall vote for his expulsion he shall thereupon cease to be a member of the association.
30 Any member shall, upon ceasing to be a member of the association, forfeit all rights to and claims upon the association and its properties and funds.
31 The secretary shall cause to he published the name of each person ceasing to be a member of the association in the Newsletter as soon as is practicable after his ceasing to be a member.
32 These rules may be altered, repealed or added to by a resolution passed by a majority of the members of the association who are present in person or by proxy at a meeting of the association, providing that no amendment is made which would have the effect of causing the Society to cease to be a charity in law.
33 If at any time it is decided that the Society can no longer continue to function, any assets remaining after the satisfaction of all debts and liabilities shall not be paid to the members but shall be given to some other charitable institution or institutions having objects similar to the Society.
December 1977 (rules 9 and 13 amended 1995)
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