Group Constitution

Adopted at the AGM on 28 January 2004

1. Title

The name of the association shall be "The Manchester Occupational Health and Safety Group" ("The Group")

2. Administration

Subject to matters set out below, the Group and all its assets shall be administered and managed in accordance with this constitution by members of the Committee, elected according to section 6 of this constitution.

3. Objectives

The Group's objectives are:
a) To maintain and develop the interest of members, their employers and employees in the study, application and improvement of all Health and Safety related subjects.
b) To foster and develop the spirit of cooperation between employer and employee in all aspects of Health and Safety.
c) To advance the education of all interested parties in matters relating to health and safety at work and at home and to afford facilities for the:
• Pooling and dissemination of knowledge.
• Study of appropriate statutory requirements.
• Reading of papers and promotion of lectures and discussion.
• Promotion of other activities which will further the general objectives of the Group.

4. Responsibilities

In furtherance of the Groups objectives the Committee may exercise the following responsibilities on behalf of the Group:
a) Raise funds and invite and receive contributions, sponsorship, etc., provided that in doing so, they shall not undertake any substantial trading activities and shall conform to any relevant requirements of the law.
b) Buy, take on lease or in exchange, any property necessary for the achievement of the Group's objectives and maintain and equip it for use.
c) Subject to any legal consents, sell, lease or dispose of all or any part of any property of the Group.
d) Subject to any legal consents, borrow money and charge all or any part of any property of the Group with repayment of the money borrowed.
e) Employ such staff or consultants (who shall not be members of the Committee) as are necessary for the proper pursuit of the Group's objectives and on such terms as are considered necessary or reasonable.
f) Co-operate with voluntary bodies, charities, and statutory authorities operating in furtherance of the Group's objectives with similar purposes and `exchange ` Information and advice with them.
g) Appoint and constitute such advisory bodies as the Committee may see fit.
h) Do all such other lawful things as are necessary for the achievement of the Group's objectives.

5. Membership

a) Membership of the Group shall be open to:
• Individuals over the age of 18 years who are interested in furthering the work of the Group and who have paid any annual subscription.
• Any body corporate or unincorporated association (member organisation) which is interested in furthering the work of the Group and has paid any annual subscription.
• For large companies operating on multiple sites/departments, each site/department are required to become corporate members.
b) Every member shall have one vote.
c) Each member organisation shall appoint an individual to represent it and to vote on its behalf at meetings of the Group. A deputy may be appointed if necessary.

6. Management

a) The Group shall be managed by a Committee comprising a President, Chairperson, Immediate Past Chairperson, Vice Chairperson (when appropriate), Secretary, Treasurer and up to four ordinary members.
b) Committee members shall be elected/re-elected as required by this constitution at the Group Annual General Meeting.
c) A President shall hold office for two years and shall be eligible for re election biennially.
d) A Chairperson shall be elected biennially and hold office for two years, after which he/she will become the Immediate Past Chairperson. The Immediate Past Chairperson will be a member of the Committee for one year, after which he/she shall be eligible for re election as a Committee member
e) A Vice Chairperson can be elected every second year and become Chairperson elect.
f) A Secretary and Treasurer shall be elected annually and each hold office for one year, after which they shall be eligible for re election.
g) The Committee may co opt other members to the Committee. They shall serve on the Committee from appointment until the next AGM, when they should stand for election.
h) Up to four ordinary members shall serve on the Committee for a period of three years. They shall be eligible for re election as ordinary members after three years service if the members approve.
i) The proceedings of the Committee shall not be invalidated by any vacancy among their number.

7. Relinquishment of Office

A member of the Committee shall cease to hold office if he or she
a) Has fulfilled their term of office and/or is not re elected.
b) Becomes incapable by reason of mental disorder, illness or injury, of managing or administering his or her own affairs.
c) Is absent from Committee meetings for a period of six months without reasonable grounds and the Committee resolve that the member shall cease to hold office.
d) Notifies the Committee of his or her wish to resign.

8. Personal Interests

Committee members:
a) Must not, unless acting on behalf of the Group, acquire any personal interest in any contract or any property belonging to the Group.
b) Must submit the relevant estimates, professional fees etc, if wishing to be engaged in a professional capacity by the Committee (i.e. solicitor, consultant, accountant etc). Any personal interest must be openly declared, especially if not immediately obvious.
c) Must withdraw from Committee meetings when any personal interest of this nature is discussed.

9. Committee Meetings and Procedures

a) The Committee shall hold at least two ordinary meetings per year.
b) An EGM may be called at any time by the Chairperson or by any two members of the Committee. A minimum of fourteen days notice must be given, including details of the matters to be discussed.
c) The Group Chairperson will chair Committee meetings. The Vice Chairperson or the Immediate Past Chairperson respectively will deputise if the Chairperson is unavailable.
d) There shall be a quorum when two Officers with any two other members of the Committee are present to transact Committee business.
e) Agenda items considered by the Committee shall be actioned only by a clear majority vote of the members present. The Chairperson has the casting vote if equality of voting occurs.
f) The Secretary shall record minutes of the meetings, circulate to members and keep copies. The Chairperson shall delegate the taking of minutes in the absence of the Secretary.
g) The Committee may appoint one or more sub Committees, consisting of three or more Committee members, for the purpose of carrying out their functions and duties more effectively. All acts and proceedings of those sub Committees shall be reported to the Committee fully and promptly.

10. Receipts and Expenditure

a) The income of the Group, including all subscriptions, donations, contributions and bequests, shall be paid into accounts operated by the Group Treasurer in the name of the Group, at such financial institutions as the Group Treasurer shall decide.
b) The level of annual subscription shall be determined by the Group Treasurer, and approved by the Committee. Proposed increases shall be submitted to the AGM for approval.
c) All cheques drawn on these accounts shall be signed by at least two members of the Committee.
d) Group funds shall be applied only in furthering the Group's objectives.
The Group Secretary and Treasurer are paid an Honorarium each year, the level of which is determined by the Committee.

11. Accounts

The Committee shall comply with their obligations under any appropriate legislation.
a) The keeping of accounting records.
b) The preparation of annual statements of accounts. The Group's financial year shall run from 1st January to 31st December.
c) The auditing or independent examination of the statements of account, by auditors appointed at the AGM.

12. Annual General Meeting (AGM)

There shall be an AGM of the Group, to be held immediately before the first meeting of the calendar year, beginning in January.
a) The Group Secretary shall give at least 14 days notice of the AGM to all Group members, who will be entitled to one vote at that meeting.
b) In the second year of office the retiring Chairperson of the Group shall chair the AGM. The Vice Chairperson or the Immediate Past Chairperson respectively will deputise if the Chairperson is unavailable. The new Chairperson shall take up office immediately after the AGM.
c) The Committee shall present to each AGM reports and accounts of the Group for the preceding year.
d) At each AGM, members shall elect or re-elect a Secretary, Treasurer and ordinary members of the Committee. Nominations must have been received by the Secretary no later than the day of the AGM.

13. Extraordinary General Meetings

The Committee may call an EGM of the Group at any time. If a minimum of ten Group members request such a meeting in writing, stating the business to be considered, the Secretary shall call such a meeting. In all cases, a minimum of 14 days notice must be given, stating the business to be discussed.

14. Procedure at General Meetings

a) The Secretary or other person appointed by the Committee shall keep a full record of proceedings.
b) There shall be a quorum when at least ten or more members of the Group are present.

15. Amendments to the Constitution

The constitution may be amended at a General Meeting by a two thirds majority vote. The resolution must clearly set out the alterations proposed.

16. Adoption

The previous constitution was adopted on 25 January 1995 with the intention to become a registered charity. This amendment to remove inappropriate rules will be put up for adoption at the AGM on 28th January 2004

17. Dissolution

If the Committee decide it is necessary to dissolve the Group, it shall call an EGM, giving 14 days notice and clearly stating the resolution. The Group may only be dissolved at an EGM and with a two thirds majority of the members present. If the resolution is successful the Committee shall:
a) Realise any assets held by or on behalf of the Group.
b) Discharge any Group debts and liabilities.
c) After steps a) and b) are complete, give or transfer any remaining equity to other charitable institutions with objectives similar to those of the Group