Dulwich Village, College Road and Woodyard Lane Residents Association - Constitution

Amended version dated 1 November 2020, approved by the AGM on 3 November 2020

1. Name

The name of the Association is the Dulwich Village, College Road and Woodyard Lane Residents’ Association (the ‘Association’, occasionally abbreviated to ‘DVRA’ or ‘Dulwich Village RA’).

2. Aims of the Association

Firstly, to identify, promote and represent the common interests of the residents of the member roads, as defined below.

Secondly, to foster communication amongst residents and to engage, on behalf of residents, with other organisations with the aim of identifying common interests and preserving and improving the facilities, amenities, environment, security and safety of the member roads and their environs for residents and other users of the roads.

Thirdly, to foster friendship and community spirit amongst residents.

3. Membership

Membership of the Association is open to all households with addresses in the road named Dulwich Village, that part of College Road which is north of the A205, and Woodyard Lane, and any other streets which may in due course be co-opted into the Association as set out below (together, the ‘Member Roads’).

Any household with an address in one of the Member Roads may become a member ('Member') on application to the Association and in so doing supplying their contact details, including email address, where applicable, to the Secretary. There can only be one membership per household.

As at the date of this document, there is no membership or annual subscription fee payable by members. However, if the Committee decides that a voluntary one off or annual fee is necessary to cover costs and expenses of the Association, the Committee will have the power to levy a reasonable fee per Member. Prior to being levied, any such fee must be approved by Members at a Special General Meeting or the Annual General Meeting (AGM).

Membership will end when a Member ceases to live in the Member Roads, or when a Member notifies the Secretary that they no longer wish to be a Member.

A copy of these rules, as amended from time to time, the dates and the proposed agenda of all general meetings of Members which have been convened but not yet held and minutes of such meetings held in the preceding 12 months will be emailed to all Members and will be available on request to new Members.

Residents of roads adjoining the Member Roads which are not represented by any existing residents’ associations may apply to become “Affiliate Members” of the Association. Affiliate Members will receive communications issued by the Association to Members, and will be able to attend and speak at Annual General Meetings and Special General Meetings, though not to vote at such meetings or to exercise other powers such as the right to call for a Special General Meeting, which are exercisable only by Members.

The Committee may co-opt adjoining streets to become Member Streets, only where all of the following conditions apply to any street proposed to be so co-opted:

  • it is not currently covered by any residents’ association
  • it can demonstrate a majority of households in favour of joining the Association
  • the residents of the streets in the opinion of the Committee share common interests with the current membership of the Association
  • once the street is co-opted, and the new Members included in the membership of the Association, the overall proportion of Members to residences in the enlarged Member Streets will equal or exceed 65%

 4. The Committee

The discharge of the aims and the administration of the Association shall be the responsibility of a committee (the ‘Committee', comprising ‘Committee Members’) appointed by the Members which will act and take decisions by majority vote. The Chair will have a second or casting vote where there is an equality of votes.

The Committee shall normally have a minimum of (five) and a maximum of (fifteen) Members.

Only Members may be committee members.

The Committee shall have a minimum of the following officers (‘Officers’) who will be appointed by the Members at the AGM: a Chair, a Vice Chair, a Secretary and, prior to the payment of any fees by Members and at least until all such money has been used by the Association and accounted for, a Treasurer, who must each be Members.

Officers and Committee Members shall cease to hold office on their resignation from the Committee or Membership, by resolution of the Members, upon ceasing to be a resident of Member Roads or by resolution of the Committee.

The Committee shall monitor the work, finances and the membership of the Association and is empowered and authorised to present and represent the views of the Association to third parties in accordance with Committee or Members' decisions.

Committee Members shall be elected at each AGM but retiring members of the Committee shall be eligible for re-election. A tenure period of five years is suggested as appropriate for Officers and Committee Members but this can be extended if the membership welcomes this.

Any casual vacancies on the Committee may be filled by the Committee co-opting Members: such co-opted Committee Members will hold office until the AGM after their appointment.

Committee Members shall declare any potential conflict of interest and withdraw from discussion and voting where appropriate.

The quorum for Committee meetings shall be three (3).

A minimum of two (2) Committee meetings will be held in each calendar year.

The Committee may also make decisions by email or written resolutions, provided that the proposed text of the resolution is sent to all Committee Members for consideration and approval.

Committee meetings may be called by the Chair or the Secretary, and may be called at the request of one third of Committee members.

The Committee may appoint sub-committees to carry out certain activities of the Association from time-to-time. Sub-committees shall be directly accountable to the Committee. The Committee will agree in advance the terms of reference for any sub-committees, which may then act and apply any finance raised within these terms. A Committee Member shall attend any such sub-committees.

The Committee and all its sub-committees shall keep proper accounts and records of all meetings, and such accounts and records must be made available as required to the Committee or Members in a general meeting. The Committee or Members by resolution in a general meeting may dissolve any sub-committees. Any accounts, records or assets of the sub-committee will pass to the committee.

Members of other local residents' associations or other local organisations may be invited by the Committee as guests to Committee meetings and may be asked to give views and opinions.

The names of all Committee Members and their office and date of first appointment to the Committee will be available on request from the Secretary.

5. Duties of the Officers and Committee Members

The Chair shall conduct the meetings of the Committee and Members; if the Chair is absent, the Vice-Chair, the Secretary, Treasurer or other Committee Member will have such conduct.

The Secretary shall maintain a register of Committee Members and the secretary shall maintain a register of Members of the Association.

Decisions on day to day matters and issues where timing is of importance may be delegated by the Committee or the Chairman to specific officers or Committee Members who will be authorised to present and represent the interests of the Association to third parties in the name and on behalf of the Association.

Any officer delegated to represent the Association in consultation with any other body shall act on the instructions of the Committee and shall report back to the Committee or AGM.

Official correspondence sent on behalf of the Association to outside bodies must be signed by the Chair (or another Committee Member authorised for this purpose by the Committee) and agreed by the Committee.

Statements to the media or other organisations on behalf of the Association should, where time permits, be made by the Chairman or Committee Members only with the prior approval of the Committee.

The Secretary shall ensure that minutes are kept of all meetings of Members, the Committee and its sub-committees. The Secretary shall also keep a record of all correspondence, consultation and activities carried out on behalf of the Association, and provide copies of these as required by the Committee or general meetings.

Should there be a decision to collect funds to cover any costs arising, the Treasurer shall oversee and have responsibility for custody and safe keeping of the Association's funds, all banking and financial arrangements outlined in Part 11 (Finance) be responsible for keeping proper accounts of income and expenditure and report on the Associations financial matters to the committee and AGM. All cheques must be signed by the Treasurer and one other Committee Member.

6. Code of Conduct

Mindful that we are neighbours, friends and unpaid volunteers working for the good of residents, it is not anticipated that any Committee Member will, in the course of their duties on behalf of the Association, conduct themselves in a way which will cause offence to others. However, if a majority of the Committee determines that they do, they can be removed from the Committee immediately by the Chair. 

Personal membership data and email distribution lists held by the Association will be used strictly for the purpose of communicating the business of the Association to residents. The email distribution list will not be disclosed to third parties without the prior consent of Members and the records of former Members will be destroyed in a timely fashion provided the Member communicates their decision to leave the road and/or the Association to the Secretary.

Any Member who feels that they have not been treated fairly and equally by the Association can raise this with the committee who will use their best endeavours to respond within 28 days.

7. Meetings

The Association shall hold an AGM once each calendar year and not more than fifteen months shall pass between one AGM and the next.

The AGM shall:

  • Agree the minutes of the last AGM
  • Receive an Annual Report from the Committee, which may be oral or written
  • Present a statement of accounts to members, if any
  • Elect Committee Members
  • Agree rates for membership fees, if any
  • Vote on amendments to these rules, if any
  • Consider any matter which the Committee wishes to bring before members
  • Consider any resolution put forward by Members, provided that such Member has lodged the proposed resolution with the Secretary at least 24 hours before the notice of the meeting is issued to members.
  • Nominations for the committee must be received by the Secretary in writing at least three days before the AGM, unless the Committee makes a decision to accept nominations at the AGM.
  • Nominees should normally be present at the AGM.

All members must receive not less than seven (7) daysnotice of the AGM.

The quorum for a general meeting shall be a minimum of fifteen (15) members from at least fifteen (15) households, including Committee Members.

8. Special General Meetings

A Special General Meeting may be called by the Committee or by written request of at least ten Members representing at least ten households, who must state the purpose for which the meeting is required and supply the text of the resolution proposed to be put before the meeting.

The request must be lodged with the Secretary or the Chair who must call the meeting within 21 days of the receipt of the request. At the discretion of the Chair, such meetings may be conducted by email rather than in person, in which case the Chair or their delegate will invite the membership to participate via email, and such Members who agree to participate will at the same time agree that their email addresses are shared with the other participating members.

9. Voting

Decisions at meetings of Members shall be taken by a simple majority of members voting in person or by proxy, subject to the following:

If the chair of the meeting determines before or during a meeting that a matter is contentious or one on which there is a considerable division of opinion amongst the members (a matter so deemed being a 'Contentious Matter') the chair may decide to adjourn the debate and any decision on the issue to a Special General Meeting of Members at which all Members who so wish will be invited to put their case.

The aim will be to inform and educate and promote open discussion and debate on the contentious matter.

Voting on an a contentious matter at such a special meeting shall be by a simple majority of members voting in person or by proxy and can be on a show of hands or (if required by the chair) a formal, secret poll of those present but on either such vote only one Member per household will be permitted to vote.

When a vote is by a poll, the outcome thereof shall be reported to members by the Secretary as soon as possible after the poll has been conducted.

Proxy votes are permitted, but to be valid must be notified in writing to the Secretary no later than 24 hours before the meeting.

In the event of a tie of a vote the chair of the meeting shall have a second or casting vote or may abstain in order not to be divisive.

10. Minutes:

All General, Special and Committee meetings must be minuted and the minutes formally approved by the next meeting (Committee, General or Special). All will be available to Members on request to the Secretary, after approval.

11. Finance:

Should it be decided to levy funds from Members:

  • An accurate record of income and expenditure must be produced each year at the AGM.
  • The Association will, if at any stage asked to do so by the Committee or by ten (10) Members, engage an honorary and suitably qualified or experienced accountant to carry out an independent external review and/or audit of the accounts, and such review shall be tabled, for consideration and approval by the members, at the AGM immediately after the date of the review and shall be made available to the Association.
  • Account(s) must be opened in the name of the Association. Cheques, transfers and other banking instruments or instructions shall be signed by the Treasurer and countersigned by at least one (1) other signatory who must also be a Committee Member.
  • Signatories must not be related to, or be members of, the same household.
  • Proper records of all transactions including petty cash transactions must be kept.

12. Matters not provided for:

Any matters not provided for in these Rules shall be dealt with by the Committee at their discretion.

13. Dissolution:

These rules may be altered or added to by a resolution of a General Meeting of the Association carried by a majority of at least two-thirds of the members present in person or by proxy at such a meeting, notice of which shall be sent to all Members and shall contain particulars of the proposed alteration(s) or addition(s).

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