Chalfont Park Sports Association Constitution

Chalfont Park Sports Association (CPSA)


CPSA as a Company
The legal status of CPSA is a company (Chalfont Park Sports Association Limited) whose liability is limited by guarantee and which does not have a share capital. As a company, its objects and internal management are covered by the Memorandum and Articles of Association, copies of which are held in the Clubhouse for consultation by members (members may request personal copies for which the Board reserves the right to make an administrative charge). As a company limited by guarantee, it may and does drop the word "Limited" from its title for everyday use.

The Memorandum and Articles are fairly standard (and hence outline) documents only; the Constitution & Rules that follow build on and extend these.

The principal object of CPSA, per the Memorandum of Association, is the provision and maintenance of facilities for the playing of hockey, cricket and such other sports as the Board may from time to time sanction.

Mission Statement
The Board shall formulate and issue a Mission Statement from time to time that will guide the Association's activities until the Board determine that the Mission Statement should be reviewed; at this point, the Board shall review and reformulate the Mission Statement and issue it to the Association.

The current Mission Statement shall be appended to this Constitution & Rules as Appendix 1.

Year end
The Association's year runs from 1st October to 30th September.

CPSA shall be governed in all its respects by a Board of Directors. The Directors shall be elected by CPSA members at Annual General Meeting of the company. Other than the Chairman, each shall have a designated area of management responsibility additional to his/her corporate responsibility.

The Board shall have the power between Annual General Meetings to co-opt a member onto the Board as a Director, to serve in a designated capacity until the subsequent Annual General Meeting; his/her Board membership shall be deemed to have ceased at that AGM unless he/she is elected a Director at the Meeting. The Board shall co-opt as Director one representative from each of the Cricket and Hockey Sections, normally the Section Chairman; where the representative does not wish to carry a corporate responsibility, he/she shall be invited to attend each Board meeting, speak and vote on topics that concern his/her Section and speak but not vote on any other topic.

A President of the Association may be appointed by the Board to represent CPSA with whatever terms of reference the Board deem appropriate, typically (but not necessarily) in a figurehead role. The President shall be a member and shall have the right to attend Board Meetings in an observer, ie non-voting, status.

The Board shall meet as often as there is business to transact and, in any event, not less frequently than quarterly. Any Director may call a Board Meeting at any time; in doing so, he/she shall state the purpose for which such a meeting is being called and give not less than seven days notice unless the other Directors agree to a shorter period.

Minutes of Board Meetings shall be posted on the notice board in the Clubhouse and on the CPSA website, as soon as possible after the Meetings.

The Board shall appoint a Company Secretary as provided for in company law. The Company Secretary may also, but not necessarily, be a Director. The Company Secretary may be required by the Board to attend Board Meetings in a non-voting capacity unless he/she is also a Director. The Company Secretary shall ensure that he/she is at all times in a position to handle all official Companies House returns and correspondence without delay, and all such other matters as the Board sees fit.

CPSA's affairs, including the sporting activities, shall be managed by Working Groups that are comprised of members of the Association. The terms of reference and composition of the Working Groups shall be proposed by the Directors concerned (who shall take members' views into account), for approval by the Board; it is the Board's intention that the Working Groups shall enjoy as much autonomy as is feasible. The work of each Group shall be overseen by that Director having the appropriate area responsibility. The composition of the Working Groups shall be displayed on the clubhouse notice board.

Where appropriate, Working Groups shall formulate rules, regulations, procedures, etc, governing the activities they cover; any such rules, etc, shall not be at variance with the provisions of this Constitution & Rules and shall require the approval of the Board prior to implementation. Each Director shall submit to the Board a Report in respect of each Working Group in his/her area of responsibility, as often as he/she and/or the Board deem appropriate and, in any event, not less frequently than quarterly. The Board shall consider each such Report, and its reaction to it shall be recorded in the Board Meeting minutes.

General Meetings
The Annual General Meeting of the Association shall be held not later than the 30th day of June in each year for the submission and approval of reports including the Audited Accounts up to the previous 30th day of September, for the election of officers for the ensuing year and for the transaction of any business.

An Extraordinary General Meeting shall be convened by the Company Secretary as soon as possible after the receipt by him of direction of the Board or of a notice in writing signed by not less than 20 CPSA members specifying the business for which an EGM is to be called.

In either case, the Company Secretary shall give the members at least 14 days notice in writing of the Meeting with the date, starting time, location and agenda for the Meeting. At all such Meetings, 20 members present in person and eligible to vote shall form a quorum and, unless decided otherwise by the Board, a simple majority of those present shall suffice for the approval of a motion.

The members of the Association shall comprise all such persons as are members at the date hereunder and all persons that may hereafter be elected as members and in either case continue their membership in accordance with these Rules.

Categories of Membership
Membership of CPSA shall be open to men, women and minors and shall be divided into the following categories:

… who shall be elected annually by the Board after careful nomination from the playing sections or the Working Groups and shall on election be entitled to the privileges of non-playing membership of the Association.

Life Members
… being members who have bought membership of the Association for life and who thereafter are exempt from paying any annual membership fee; such Members enjoy voting rights at General Meetings and the privilege of attending the annual Life Members' Dinner hosted by the Association.

Playing Members
… who shall be eligible to join any sports section or sections of the Association subject to the approval of the Working Group or Committee of such section or sections and compliance with the conditions of membership (including the payment of fees) for the time being in force.

Playing Members shall be classified as follows:-
Senior Members: over the age of 18 years on 1st October
Student members: over the age of 18 years on 1st October but in full time
Intermediate Members: over 16 years and under 18 years on 1st October
Junior Members: under the age of 16 years on the 1st October
Each Playing Section shall have the right to amalgamate classes provided that the membership subscription applicable is that of the highest/higher class in the amalgamation.

Social Members
… who shall be persons who wish to use the Association's facilities and pay the appropriate membership fee.

Honorary Life Membership
… nomination for which may be notified in writing to the Chairman by the playing sections or the Directors, for consideration by the Board; the Board shall report its recommendation to the next General Meeting and the members in that General Meeting shall accept or reject the nomination.

Honorary Membership
… election to which shall be within the power of the Board in its absolute discretion; any person that the Directors co-opt onto the Board who is not already a member shall automatically be elected an Honorary Member. Honorary Membership shall lapse at the next Annual General Meeting but may be renewed by the Board at its next meeting.

Temporary Members
… who fall into one or other of the following categories:-
- the spouse or partner of a member
- members of a visiting team, for the day of the match
- guests at CPSA functions
Such members shall not pay a membership fee, shall not enjoy playing rights and shall be bound by the Constitution & Rules of the Association.

All classes of membership other than Temporary shall be entitled to attend General Meetings and all classes other than Junior and Social shall enjoy voting rights at General Meetings.

Membership shall not be transferable.
It should be noted that the guarantee by which CPSA's liability is limited obliges each member to contribute a sum not exceeding £1 to the Association's assets in the event that CPSA is wound up and its assets are insufficient to meet its debts.

Application for Membership
An applicant for membership of the Association shall require a proposer and seconder (who shall be members of the Association and at least one of whom shall have voting rights); application details for the required category of membership shall be sent to the Secretary of the appropriate playing section, or the Operations Director in the case of Social Members, in the form from time to time prescribed by the Board; the current Application Form is attached as Appendix 2. The Board has delegated to the Playing Sections and the Operations Director authority to approve membership. The Board shall have the absolute right to approve or reject any application but shall not elect any applicant to Playing Membership without the prior consent of the relevant Section Committee. The Sports or Operations Director shall notify each new member of his/her election with a copy of this Constitution & Rules and a request for his/her subscription.

Not later than the 30th June each year the Board shall meet with the Chairmen of the Playing Sections in attendance in order to fix the subscription for the following Association year in respect of each category of membership; the current subscription rates are attached as Appendix 3. The Board shall have the power at its discretion to reduce the initial subscription for members elected in the course of the Association's year.

All subscriptions shall become due on the 1st October in each year but the Board shall, at its sole discretion, have the power to set a later date for members of one or more of the Playing Sections. A member shall be deemed to maintain his/her membership if he/she shall not have resigned one month prior to the due date for payment of subscriptions. If, after expiration of three months from the 1st October or such later date as may have been set, a subscription has not been paid the Board may at its discretion and on the recommendation of the relevant Playing Section Committee determine such membership and thereupon the member shall forfeit all right to membership of the Association and any section of it and all claims upon the property of the Association.

A member wishing to resign from the Association shall submit a written resignation to the appropriate Playing Section Committee not later than one month prior to the date for payment of the renewal subscription. A Playing Member resigning during any year shall not be entitled to a refund of part or all of the subscription paid unless a refund is recommended by the relevant Playing Committee; in which case, the Board shall make a final decision.

The Board shall have the power to expel any member whose conduct, in its opinion, renders him/her unfit for continued membership of the Association, is likely to bring the Association into disrepute or is in flagrant disobedience of the Association's Constitution & Rules. No member shall be expelled without first having the opportunity of appearing before the Board to answer the complaints made against him/her and for this purpose the Chairman or the Operations Director shall give the member seven days notice in writing to attend a Board Meeting called for that purpose, which notice shall contain particulars of the complaints made against him/her. The expulsion of a member shall be upheld by a majority of not less than two thirds of the Directors in office at that time but otherwise shall be at the sole discretion of the Board. The Board may announce the decision regarding expulsion but shall not be obliged to make public the reasons for its decision.

A member so expelled shall forfeit all right to or claims upon the property of the Association and to membership of any Section.

This Constitution hereby provides for the appointment of trustees of some or all of the Association's assets, to ensure that those assets are deployed for the purposes for which they are intended. The Trustees shall be responsible to the members for their stewardship.

Where a donor, lender or the Board itself deems it desirable, the Board shall grant stewardship of specified assets to the Trustees and the Trustees shall control the Association's access to and/or use of the specified assets in any way they deem fit, taking into consideration always the expressed wishes of the donor, lender or the Board.

The Trustees shall number not less than two and not more than four, and not more than one shall be a CPSA Board member. The initial Trustees shall be appointed by the Board and shall offer themselves for election at the first General Meeting following their appointment. They will hold office until they resign, are voted out by the members in General Meeting or die. Any vacancy so created may be filled through an appropriate resolution at that or the next General Meeting, subject to the composition and number restrictions detailed above. The Board shall have the power to appoint a trustee to act on a temporary basis between the creation of a vacancy and the next General Meeting, at which the members shall elect a permanent trustee.

An Operations Director shall have responsibility for the clubhouse and shall draft a set of Rules governing the running of the clubhouse (the "Clubhouse Rules") for approval and issue by the Board. The Board shall keep the running of the clubhouse under continual review and shall, in conjunction with the Operations Director, amend the Rules as it deems fit.

The latest version of the Clubhouse Rules shall form Appendix 4 to this Constitution & Rules and shall be posted on the clubhouse notice board.

Amendment of Constitution & Rules
The procedure for an amendment of, or an addition to, this Constitution & Rules shall be as follows:
1. Notice of the proposed change, signed either by each Director or by not less than 20 members having voting rights, shall be given in writing to the Chairman or Company Secretary
2. The Chairman or Company Secretary shall thereupon call a Board Meeting to discuss the change and formulate a Board view on it
3. Within 28 days of receiving the proposal, the Chairman shall convene an Extraordinary General Meeting as provided for above, and the Company Secretary shall send out voting ballots with the Agendas for those who would not be able to attend the EGM
4. The change shall be deemed to be passed if approved by a two thirds majority of the total CPSA membership with voting rights; the Board or the initiating members may request the Trustees to oversee the counting of votes

Notwithstanding the above provision, the Board shall have the power to amend the appendices to this Constitution & Rules without going through the amendment procedure; appendices so amended shall be posted on the clubhouse notice board.

Core Playing Sections
Notwithstanding the provision above for amending this Constitution & Rules, the Playing Sections as at 1st October 2001 (Hockey, playing as Amersham & Chalfont Hockey Club, and Cricket, playing as Chalfont St Peter Cricket Club) shall be regarded as Core Playing Activities owing to their history and traditional location at Chalfont Park. As such, they shall not be expelled, removed or discontinued from the Association and any proposal to this effect shall be null and void and shall not be submitted to any General Meeting. Furthermore, the Board shall ensure that the playing facilities for the core activities are maintained in good condition and that nothing is done to their detriment. These conditions shall not apply to any new playing section that may be formed in the future.

For ease of reference and identification, this version of the CPSA Constitution & Rules is dated 29th May 2002.

Signed: ...................…………… Date: ………….

Simon Seabrook
Chairman, CPSA
Signed: .................……………. Date: ………….

David Peters
Finance Director, CPSA

Signed: .................……………. Date: ………….

David Banner
Chairman, CPSA Cricket Section

Signed: .................……………. Date: ………….

Giles Payne
Chairman, CPSA Hockey Section

Appendix 1: Mission Statement

The Mission Statement for the years 2001 trough 2003 shall be:

To develop and maintain high quality facilities that will enhance the sports and social activities of the membership and the local community, and to ensure that they are properly funded.

To be attached:

Appendix 2: Membership Application Form

Appendix 3: Annual Subscription Rates (for year ending 30th September XXXX)

Appendix 4: Clubhouse Rules