Adopted on 31st January 2007
Amended March 2018
The name of the association is Ealing Allotments Partnership ("the Partnership").
Subject to the matters set out below, the Partnership and its property shall be administered and managed in accordance with this constitution by the members of the Executive Committee.
The Partnership's objects ("the Objects") are:
to promote and co-ordinate action to raise funds for improving all allotments within or on the boundary of the London Borough of Ealing, consistent with the aims and objectives of the Sustainable Allotment Strategy approved by Ealing Council's Open Spaces Committee in September 1999 (or any subsequent formally adopted Ealing Council Allotments Strategy) so that they serve as a focus for food growing, recreation, social activity and providing an attractive environment while conserving wildlife, natural resources and minimising pollution and waste;
to develop and achieve local community involvement in the management and promotion of allotments through the exchange of information, views and diverse cultural experience leading to positive action on priorities for improvements that are needed;
to work with Ealing Council to help develop and maintain the Allotment Strategy with targets, timescales and indicators of progress.
The Partnership shall be non-party political and non-partisan.
In furtherance of the Objects but not otherwise the Executive Committee may exercise the following powers:
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;
to buy, take on lease or in exchange any property necessary for the achievement of the Objects and to maintain it for use;
subject to any consents required by law to sell, lease or dispose of all or any part of the property of the Partnership;
to co-operate with other groups, voluntary bodies and statutory authorities operating in furtherance of the objects or of similar purposes and to exchange information and advice with them;
to establish or support any charitable trusts; associations or institutions formed for all or any of the Objects;
to appoint advisory members as the Executive Committee may think fit;
to do all such other lawful things as are necessary for the achievement of the objects.
Every allotment tenant in the London Borough of Ealing is a member of the Partnership.
Membership of the Partnership shall also be open to individuals over the age of 18 years who are interested in furthering the work of the Partnership, and any body corporate or unincorporated association which is interested in furthering the Partnership's work.
Every member shall have one vote at meetings.
Each member organisation shall appoint an individual to represent it and to vote on its behalf at meetings of the Partnership and may appoint an alternate to replace its appointed representative at any meeting of the Partnership if the appointed representative is unable to attend.
Each member organisation shall notify the name of the representative appointed by it and of any alternate to the secretary. If the representative or alternate resigns from or otherwise leaves the member organisation, he or she shall forthwith cease to be the representative of the member organisation.
A member could also be nominated to represent a member organisation and when voting, clarification would be required as to whether the vote was on behalf of the individual member or the organisation that had nominated him or her to represent them.
The Executive Committee may unanimously and for good reasons terminate the membership of any individual or member organisation provided that the individual concerned or the appointed representative of the member organisation concerned (as the case may be) shall have the right to be heard by the Executive Committee, accompanied by a friend, before a final decision is made.
At the Annual General Meeting of the Partnership the members shall elect from amongst themselves a chair, a secretary and a treasurer, who shall hold office from the conclusion of that meeting.
The Executive Committee shall consist of not less than 7 members being:
a. the honorary officers specified in the preceding clause;
b. a representative of Ealing Council;
c. not less than 3 and not more than 8 members elected at the annual general meeting;
all of whom shall hold office from the conclusion of that meeting.
The Executive Committee may in addition appoint not more than 3 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 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. They may stand for re-election but may not serve on the Committee for more than five years in succession. The length of tenure of the three elected officers (Chair, Treasurer and Secretary) by any individual member is restricted to a maximum of three consecutive years.
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 Partnership.
A member of the Executive Committee shall cease to hold office if he or she:
i. 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;
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).
Subject to the provisions of this clause no member of the Executive Committee shall acquire any interest in property belonging to the Partnership (otherwise than as a trustee for the Partnership) or receive remuneration or be interested (otherwise than as a member of the Executive Committee) in any contract entered into by Executive Committee.
Any member of the Executive Committee for the time being who is a solicitor, accountant or other person engaged in a profession may charge and be paid all the usual professional charges for business done by him or her or his or her firm when instructed by the other members of the Executive Committee to act in a professional capacity on behalf of the Partnership, provided that at no time shall a majority of the members of the Executive Committee benefit under this provision and that a member of the Executive committee shall withdraw from any meeting at which his or her own instruction or remuneration, or that of this or her firm is under discussion.
The Executive Committee shall hold at least four ordinary meetings each year. A special meeting may be called at any time by the chair or by any two members of the Executive Committee upon not less than seven days' notice being given to the other members of the Executive Committee of the matters to be discussed but if the matters include an appointment of a co-opted member than not less than 21 days' notice must be given.
The chair shall act as chair at meetings of the Executive Committee. If the chair is absent from any meeting, the members of the Executive Committee present shall choose one of their number to be chair 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 chair 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 and alter rules for the conduct of their business, the summoning and conduct of their meetings and the custody of documents. No rule may be made which is inconsistent with 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.
The funds of the Partnership including all donations contributions and bequests shall be paid into an account operated by the Executive Committee in the name of the Partnership 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 Partnership shall be applied only in furthering the objects.
Funding for projects in the Partnership's programme will be sought from a range of sources, subject to such requests for funding being consistent with an ethical policy statement agreed by the Partnership.
Subject to the provisions of this clause, the Executive Committee shall cause the title to all land held by or in trust for the Partnership and all investments held or on behalf of the Partnership 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.
If a corporation entitled to act as custodian trustee has not been appointed to hold the property of the Partnership the Executive Committee may permit any investments held by or in trust for the Partnership 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 for the Executive Committee, and may pay such a nominee reasonable and proper remuneration for acting as such.
The Executive Committee shall:
Keep accounting records for the Partnership;
Prepare an annual statement of accounts for the Partnership.
There shall be an annual general meeting of the Partnership which shall be held no later than 31 of March of each year.
Every annual general meeting shall be called by the Executive Committee. The Secretary shall give at least 21 days' notice of the annual general meeting to all the members of the Partnership. All the members of the Partnership 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 chair of the meeting. The chair shall be the chair of subsequent general meetings, but if he or she is not present, before any other business is transacted, the persons present shall appoint a chair of the meeting.
The Executive Committee shall present to each annual general meeting the report and accounts of the Partnership for the preceding year.
Nominations for election to the Executive Committee must be made by members of the Partnership 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.
The Executive Committee may call a special general meeting of the Partnership 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 21 days' notice must be given. The notice must state the business to be discussed.
The Secretary or other person specially appointed by the Executive Committee shall keep a full record of proceedings at every general meeting of the Partnership.
There shall be quorum when at least one percent of the number of members of the Partnership for the time being are present at any general meeting.
Any notice required to be served on any member of the Partnership 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 in a prepaid letter addressed to such member at his or her last know address in the United Kingdom, and any letter so sent shall be deemed to have been received within 10 days of posting.
The Constitution may be altered by a resolution passed by not less than two thirds