That no member or officer of the society be named upon any society publicity material or the society's letter heading and that all correspondence be directed to The Secretary.
That a separate paper lists the names of the Trustees and The Committee and that it be available via the Internet upon request and be freely available by post to anyone. This is to prevent people using the society's name for personal publicity. Articles written for publication by the society may have a photograph of the author upon them.
That any person appointed as a trustee must be an active working member of the society's administration.
That there be no honorary appointments.
To ensure the society's administration does not become stale, the founder desires that no committee member serves longer than five years after which they must stand aside for a year before being eligible to serve again.
That any person holding an administrative post within the society declares any interest that might affect their position within the Society.
It was the Founders' and Benefactors' wish that the members of the Society and the Society itself does not deal in Churchilliana, (definition - any item created in Churchill's lifetime or associated with directly with him) but that the Society could, at the discretion of the committee, run a Gift Department for the sole purpose of fund raising for the educational work of the Society.
It was the Founders' and Benefactors' wish that the Society much encourage displays of privately and publicly owned historic memorabilia in CHURCHILL HOUSE London - but only at the expense and risk of the owners.
Any person being - or having been in the past - a dealer in Churchilliana, cannot be an executive member of the society.
This is to prevent what has happened in the past, when dealers manipulated the now defunct ICS (UK) society.
That anyone appointed to an administrative post within the society declares any masonic (or other affiliation) before they accept appointment; and that failure to disclose such or any other personal, business or financial interests that might affect their position within the society, or abusing their position of trust after appointment, immediately disqualifies themselves from holding a position within the society and of holding any position within the society again.
The aim of the steering committee is to lead this very young society to its central goal - the building of
CHURCHILL HOUSE LONDON.
This requires the reform of THE WINSTON CHURCHILL MEMORIAL TRUST.
If you have specialist knowledge and would like to help please e - mail The Secretary
The name of the Society is THE CHURCHILL SOCIETY ("the Society").
2. Objects and Powers
2.1 The primary object ("the Primary Object') of the Society is to educate the public about the life and times of Sir Winston Churchill and the causes and catastrophic consequences of war, terrorism and the persecution of minorities; and for this purpose to erect a building in London to be known as "Churchill House' which will be dedicated in Honour of Sir Winston Churchill and all those who suffered and lost their lives in the wars of the twentieth century.
From CHURCHILL HOUSE a wide range of activities will be carried on. Facilities there will be designed to educate the public as aforesaid.
The Society is to monitor the persecution of minorities for one of the basic tenets of the Society's beliefs is that war and persecution of minorities often result from persecution. The Society believes that unemployment destroys pride in and loyalty towards a person's country and traditions.
2.2 In furtherance of the Primary Object but not otherwise the Society may:-
2.2.1 arrange and provide for, or join in arranging and providing for, the holding of exhibitions, meetings, lectures, classes, seminars, debates and training courses at Churchill House;
2.2.2 provide at Churchill House a banqueting/concert hall, a library, a reading room, a lecture hall, publishing facilities and such other facilities as it may from time to time consider appropriate;
2.2.3 procure contributions to the Society by personal or written appeals, public meetings or otherwise;
2.2.4 procure to be written and print, publish, issue and circulate gratuitously or otherwise such papers, books, periodicals, pamphlets or other documents or films or recorded tapes as shall further the Primary Object set out above;
2.2.5 collect and disseminate information on all matters relating to the Primary Object and exchange such information with other bodies having similar objects whether in this country or overseas;
2.2.6 assist financially or otherwise any such body as is referred to in Clause 2.2.5 above;
2.2.7 promote and carry out or assist in promoting and carrying out research into the Primary Object;
2.2.8 purchase, take on lease or in exchange, hire or otherwise acquire any other property at which the Primary Object will be promoted and construct, maintain and after any buildings or erections necessary for the work of the Society;
2.2.9 make regulations for any property which may be so acquired;
2.2.10 sell, let, mortgage, dispose of or turn to account all or any of the property or assets of the Society;
2.2.11 accept gifts and borrow or raise money on such terms and on such security as shall be thought fit;
2.2.12 invest the money of the Society not immediately required in or on such investments, securities or property as may be thought fit, subject nevertheless to such conditions (if any) as may for the time being be imposed or required by law;
2.2.13 employ and pay any person or persons to supervise, organise and carry on the work of the Society and make all reasonable and necessary provision for the payment of pensions and superannuation to or on behalf of employees and their widows and other dependents;
2.2.14 do all such other lawful things as are necessary for the attainment of such objects.
3.1 Full membership of the Society shall be open to:
3.1.1 individuals of eighteen years and over who are interested in furthering the work of the Society and who have paid the annual subscription as laid down from time to time by the Executive Committee mentioned below; and
3.1.2 national, international and local voluntary or other nonprofit distributing organisations, whether corporate or unincorporated, which are interested in furthering the Primary Object and have paid their annual subscription;
3.2 Each member Organisation shall appoint one individual person to represent it and vote on its behalf at general meetings of the Society. In the event of such individual person resigning or otherwise leaving an Organisation he or she shall immediately cease to be a representative of such Organisation;
3.3 Junior membership shall be open to those under the age of 18 years who are interested in furthering the work of the Society. Junior members shall not be entitled to vote.
3.4 No Honorary members are permitted.
3.5 Membership of the Society shall be subject to such terms and conditions as the Executive Committee shall from time to time decide.
3.6. The Executive Committee shall have the right:
3.6.1 To approve or reject any applications for membership or to terminate the membership of any individual or Organisation at the absolute discretion of the Executive Committee without the Executive Committee being obliged to furnish any reason therefore.
4. Honorary Officers
4.1 At the Annual General Meeting mentioned below the Society shall elect a Chairman, a Vice-Chairman, a Treasurer, Secretary and such other honorary officers as the Society shall from time to time decide;
4.2 no Chairman and the honorary officers of the Society shall hold office until the conclusion of the Annual General Meeting of the Society next after their election but shall be eligible for re-election provided that no honorary officer shall hold office for mote than five consecutive years. On the expiration of such period, two further years must elapse before any honorary officer shall be eligible for re-election;
4.3 The Chairman and the honorary officers shall be ex officio members of the Society, and executive committee and any other committee
4.4 The Society shall appoint one or more qualified auditors and may determine their remuneration (if any). The Executive Committee may at the expiration of the five year period commencing with the opening of Churchill House and at the expiration of every five year period thereafter or at such other intervals as it may from time to time consider appropriate appoint a wholly independent firm of accountants to ensure that the accounts kept by the appointed auditor(s) ate accurate.
5. Executive Committee
5.1 Subject as mentioned below the policy and general management of the affairs of the
5.7 The Committee shall appoint and fix the remuneration of a General Secretary and of all such other staff as may in its opinion be necessary;
5.8 The Committee may appoint such special or standing committees as may be deemed necessary by the Committee and shall determine their terms of reference, powers, duration and composition. All acts and proceedings of such special or standing committees shall be reported back to the Committee as soon as possible.
6. Meetings of the Society
6.1 The first general meeting of the Society shall be held not later than the 30th day of November 1995 and once in each year subsequently an Annual General meeting of the Society shall be held at such time (not being more than fifteen months after the holding of the preceding Annual General Meeting) and place as the Committee shall determine. At least twenty one clear days' notice shall be given in writing by the General Secretary to each member. At such Annual General Meeting the business shall include the election of honorary officers, the election of full members to serve on the Committee, the appointment of an auditor or auditors, the consideration of an annual report of the work done by or under the auspices of the Committee and of the audited accounts; and the transaction of such other matters as may from time to time be necessary.
6.2 The Chairman of the Committee may at any time at his discretion, and the General Secretary shall within twenty one days of receiving a written request so to do signed by not less than one hundred full members whether individual or representative and giving reasons for the request, call a special general meeting of the Society.
7.Nominations of Honorary Officers and Committee Members
7.1 Only full members of the Society whether individual or representative shall be eligible to serve as honorary officers or members of the Committee;
7.2 Nominations for honorary officers or members of the Committee must be made by full members of the Society in writing and must be in the hands of the General Secretary at least sixty days before the Annual General Meeting. Should nominations exceed vacancies, election shall be by ballot or a system of postal voting (the arrangements for which shall be made by the Committee) provided that the first members of the Committee shall be elected by personal vote at the first general meeting of the Society.
8. Rules of Procedure at All Meetings
The quorum at a meeting of the Society or the Committee or of any committee appointed under clause 5.8 shall be one third of the total membership of the Society, the Committee or committee (as the case may be) or such other number as the Society may in general meeting from time to time determine.
Save as otherwise provided, all questions arising at any meeting shall be decided by a simple majority of those present and entitled to vote. Arrangements for proxy voting may from time to time be made by the Committee provided that no such arrangements shall be made with regard to clauses 14 and 15. No person shall exercise more than one vote notwithstanding that he or she may have been appointed to represent two or mote interests, but in case of an equality of votes the Chairman of the meeting shall have a second or casting vote.
Minute books shall be kept by the Committee and all other committees, and the appropriate secretary shall enter in the minute book a record of all proceedings and resolutions.
8.4 Standing Orders and Rules
The Committee shall have power to adopt and issue rules for the Society. Such rules shall come into operation immediately provided that they shall be subject to review by the Committee in general meeting and shall not be inconsistent with the provisions of this Constitution.
9.1 All money raised by or on behalf of the Society shall be applied to further the objects of the Society and for no other purpose provided that nothing contained in this Constitution shall prevent the payment in good faith of reasonable and proper remuneration to any employee of the Society or the repayment of reasonable out of pocket expenses;
9.2 The Honorary Treasurer shall keep proper accounts of the finances of the Society;
9.3 The accounts shall be audited at least once a year by the auditor or auditors appointed at the Annual General Meeting;
9.4 An audited statement of the accounts for the last financial year shall be submitted by the Committee to the Annual General Meeting;
9.5 An account shall be opened in the name of the Society with Royal Bank of Scotland Plc or with such other bank or building society as the Committee shall from time to time decide. The Committee shall authorise in writing the Treasurer, the General Secretary of the Society and two members of the Committee to sign cheques on behalf of the Society. All cheques must be signed by not less than two of the four authorised signatories.
10. Trust Property
The title to all real or personal property which may be acquired by or on behalf of the Society shall be vested in a corporation lawfully entitled to act as custodian trustee or in not less than three or more than six individual persons not being members of the Committee who shall enter in to a Deed of Trust setting forth the purposes and conditions under which they hold such property in trust for the Society.
11. Local Branches
The Committee shall have power to establish local branches for the furtherance of the said objects. Each branch so established shall comply with and be subject to the following regulations;
11.1 The branch shall act in pursuance of the said objects and of the policy of the Society and shall be subject to such conditions as may from time to time be laid down by the Committee;
11.2 The title of the branch shall be subject to the prior approval of the Committee. No branch shall be entitled to use the expression 'The Churchill Society" in its title unless at least one member of the branch's governing body is a full member of the Society;
11.3 The branch will be deemed to have adopted the model rules for branches as prescribed from time to time by the Committee unless it has, with the prior approval of the Committee, adopted other rules;
11.4 The branch may publish literature solely in the name of the branch for local purposes but such literature shall not contain any statement contrary to the said objects or to the policy of the Society;
11.5 Representations of whatever kind to other bodies and/or individuals may only be made by the branch through or with the approval of the Committee;
11.6 All legacies bequeathed to the Society shall be received by the Treasurer or other appropriate officer of the Society but, subject to any special trusts by which such legacies may be affected, the Committee shall have power to direct that any legacy or The income therefrom shall be paid to a particular branch;
11.7 The branch may be empowered by the Committee to receive donations and any money received or raised by it may be expended by the branch in its area solely for the furtherance of the said objects. no branch shall make returns to the Society in such form as may from time to time be determined by the Committee;
11.8 Subject to these regulations, the branch may generally manage its own affairs and shall be solely responsible for its own debts and liabilities and shall not pledge the credit of the Society or that of the committee or of any individual member of the Committee.
Any notice may be served by the General Secretary on any member either personally or on its appointed representative as the case tiny be or by sending it through the post in a prepaid letter addressed to such member at his, her or its last known address in the United Kingdom, and any letter so sent shall be deemed to have been received within ten days of posting
For the interpretation of this Constitution, the Interpretation Act 1978 shall apply as
it applies to the interpretation of an Act of Parliament.
14. Alterations to the Constitution
Any alteration of this Constitution shall receive the assent of not less than two thirds of the full members of the Society whether individual or representative present and voting at a meeting specially called for the purpose provided that notice of any such alteration shall have been received by the General Secretary in writing not less than twenty one clear days before the meeting at which the alteration is to be brought forward.
The founder of THE CHURCHILL SOCIETY can veto any proposed changes.
At least fourteen clear days' notice in writing of such a meeting setting forth the terms of the alteration to be proposed shall be sent by the General Secretary to each member of the Society provided that no alteration shall be made which would have the effect of causing the Society to cease to be a charity at law and provided further that no alterations to Clause 2.1 or to this Clause shall take effect without the approval in writing of the Charity Commissioners or other body having charitable jurisdiction having been obtained.
If the Committee by a simple majority decides at any time that on the ground of expense or otherwise it is necessary or advisable to dissolve the Society, it shall call a meeting of all members of the Society who have the power to vote of which meeting not less than twenty one days' notice (stating the terms of the resolution to be proposed) shall be given. If such decision shall be confirmed by a simple two thirds majority of those present and voting at such meeting the Committee shall have power to dispose of any assets held by or on behalf of the Society. Any assets remaining after the satisfaction of any proper debts and liabilities shall be given or transferred to such other charitable institution or institutions having objects similar to the objects of the Society as the Committee may determine.
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