1. NAME
The name of the Association shall be Ponthafren Association, hereinafter called "The Association".
2. AREA OF BENEFIT
Newtown and District - Montgomeryshire / North Powys
3. OBJECTS AND POWERS
The objects of the Association are to promote any charitable purpose for the benefit of the people in our Area of
Benefit and in particular:
a) To advance education.
b) To relieve poverty, sickness and distress,
c) To preserve and protect health
d) To provide facilities for recreation and other leisure-time occupation with the object of improving the conditions
of life of such persons having need of such facilities The services offered shall be available to anyone,
irrespective of colour, race, creed, gender, age, sexuality, marital status, political persuasion, health or
abilities, subject to compliance with the Ground Rules in force.
And in furtherance of these objects the Association shall have the following powers:
i To provide premises and facilities to develop activities for anyone in the area of benefit in line with the
objects of the Association.
ii To employ such staff as are considered necessary for the purpose of carrying out the objects of the Association
and upon such terms and conditions as may be agreed by the Committee provided that no person so employed shall be a
member of the Committee or an officer of the Association.
iii To open and operate banking accounts and other facilities for banking in the name of the Association.
iv To purchase, take on lease or in exchange, hire or otherwise acquire any property and any rights and privileges
necessary for the promotion of the said purposes and construct, maintain and alter any buildings or erections necessary
for the work of the Association.
v To accept gifts, subject to such consents as are required by law and borrow or raise money for the purposes of the
Association on such terms and on such security as shall be thought fit. Provided that in raising funds the
Association shall not undertake any permanent substantial trading activity and shall conform to any relevant statutory
regulations.
vi Subject to such consents as may be required by law, sell, let, mortgage, dispose of or turn to account all or
any of the property or assets of the Association.
vii To invest the moneys of the Association not immediately required for its purpose in o upon such investments,
securities or properties as may be thought fit, subject nevertheless to such conditions (if any) as may for the time
being be imposed or required by law.
viii To subscribe to, become a member of, amalgamate or co-operate with any other charitable organisation or body not
formed or established for the purpose of profit whose objects are wholly or in part similar to those of the Association.
ix To do all such other lawful things as are necessary for the achievement of the objects.
4. MEMBERSHIP
There is no obligation upon anyone using the 'Drop-In' to become a member.
Anyone wishing to access training courses or activities facilitated by the Ponthafren Association will need to be a
member of the Association before the start date of the training course or activity.
Full membership of the Association shall be open to: -
i Individual membership - is open to all members of the community who are 18 years old or above within the district of
Newtown and Montgomeryshire and who are interested in furthering the work of the Association. Payment of an Annual
Membership subscription will be laid down by the Executive Committee.
ii Local, national and international voluntary or other non-profit making organisations which are interested in
furthering the aims of the Association.
a Each member organisation shall appoint one individual person to represent it and vote on its behalf at General
Meetings. In the event of such an individual person resigning or leaving an organisation, she/he ceases to be a
representative.
b Junior members - under 18 who pay a nominal subscription upon registration will have the right to a voice, but not
a vote. However, a member of the Executive Committee will represent the interests and views of Junior members at all
meetings.
c Junior members upon reaching the age of 18 are:-
Eligible for senior membership once the annual subscription has been paid. The transition from junior to
senior membership is not an automatic one.
d The Executive Committee shall have the right to terminate membership at their discretion, providing that there is
a right of appeal to the said Executive Committee.
5. FINANCE
All monies raised by or on behalf of the Association shall be applied to further the purposes of the Association.
The Executive Committee may authorise the opening and transfer of current bank accounts in the name of the
Association.
i Any two out of four named Executive Committee Officers may sign cheques on behalf of the Association.
ii Rules concerning limits on Petty Cash expenditure will be decided at the Annual General Meeting.
iii No income or property of the Association shall be paid or transferred directly or indirectly to members of the
Association and no member of the Committee or Officer shall be appointed to any office paid by salary or fees or
receive any remuneration from the Association PROVIDED THAT nothing herein contained shall prevent the repayment of
reasonable and proper out-of-pocket expenses.
(a) Trustees may receive payment for providing professional or business services or supplies to the charity over and
above their normal trustee duties. This payment for services can include the supply of goods and payments 'in kind'.
In order for a Trustee to receive payment for services then, a formal written agreement between the Association and
the Trustee concerned must be signed and dated by a Trustee who will not benefit from the payment and who is not
connected to the Trustee who will receive the payment and must contain;
" An accurate description of the services to be provided.
" The name of the Trustee who will receive the payment.
" Details of the amount, if it will be a one-off or fixed-term payment, or else the maximum amount for services to be
provided over the duration of the agreement; if there is a 'payment in kind', details of the benefit and its
approximate value must be provided.
" A statement that the Trustee concerned (including one who is connected to the Trustee providing a service) will
withdraw from any discussion of the Trustees about the terms of the agreement or the standard of goods or service
provided.
" A statement that the Trustee concerned must not vote on these matters, and may not be counted for the purpose of
deciding whether a quorum is present at a meeting to discuss them.
" A statement detailing why it is in the best interests of the Association to pay the Trustee concerned for the
services provided rather than obtaining the services from elsewhere.
The total number of Trustees that can receive payment from the Association's funds at one time must be less than half
of the Trustee board.
Any payments made to Trustees will be accounted for in the Associations Annual Accounts.
(b) Member of the Association may receive payment for providing professional or business services or supplies to
the charity over and above the repayment of reasonable and proper out-of pocket expenses. This payment for services
can include the supply of goods and payments 'in kind'.
In order for a Member of the Association to receive payment for services then, a formal written agreement between the
Association and the Member of the Association concerned must be signed and dated by a Trustee who will not benefit
from the payment and who is not connected to the Member of the Association who will receive the payment and must
contain;
" An accurate description of the services to be provided.
" The name of the Member of the Association who will receive the payment.
" Details of the amount, if it will be a one-off or fixed-term payment, or else the maximum amount for services to be
provided over the duration of the agreement; if there is a 'payment in kind', details of the benefit and its
approximate value must be provided.
" A statement that the Member of the Association concerned will have no involvement with any discussion of the
Trustees about the terms of the agreement or the standard of goods or service provided.
" A statement detailing why it is in the best interests of the Association to pay the Member of the Association
concerned for the services provided rather than obtaining the services from elsewhere.
Any payments made to Members of the Association will be accounted for in the Associations Annual Accounts.
iv The Honorary Treasurer shall keep proper accounts of the finance of the Association.
v The accounts will be submitted to the Annual General Meeting.
vi The accounts may be inspected by any member.
6. EXECUTIVE COMMITTEE
i The policy and genera! management of the affairs of the Association shall be directed by an elected body of no
less than nine members and no more than twelve members. This body shall be known as the Executive Committee of the
Association, it shall meet not less than 3 times a year.
ii The members of the Committee shall be elected at the AGM every 3 years.
iii The Executive body shall consist of the following Honorary Officers:
1 Chairperson
2 Treasurer
And such other Honorary Officers as the Association shall from time to time decide. None of the Honorary Officers can
be less than 18 years of age.
iv Minutes of Committee meetings will be kept by the Secretary.
v The Committee may co-opt up to 6 further members. Co-opted members shall have the power to vote.
vi In the event of any position on the Executive Committee being vacated before the next AGM an election may be held.
If this does not resolve the problem the Association may offer a casual vacancy until the next AGM.
vii Matters requiring a vote shall be determined by a simple majority of votes of the members of the Executive
Committee present and voting. In the case of equality of votes the Chair of the meeting shall have a right to a second
or casting vote.
viii The quorum at a meeting of the Executive Committee shall be four members of the Committee for the time being or
such other number as shall be determined from time to time at an AGM provided always that the minimum number
required for a quorum shall be five members of the Executive Committee
ix Sub-committees
The Executive has the authority to form Sub-committees for specialised study, fact finding, find-raising etc.
The Committee will determine the terms of reference, powers, duration and composition of Sub-committees.
One member of the Executive Committee shall be a member of each Sub-Committee but sit on no more than three at
any one time.
No Sub Committee shall have any decision-making ability or financial control. Their duty shall be to advise the
Executive Committee who will act upon any recommendations or conclusions that they deem to be relevant to the objects
of the Association.
x The Executive Committee shall keep minutes of the proceedings of all meetings of the Executive Committee and of
any sub-committee
7. MEETINGS OF THE ASSOCIATION
i There shall be an Annual General Meeting (AGM) of the Association which shall be held in the month of May in each
year, or as soon as practicable thereafter.
ii The AGM shall be publicised no later than four weeks prior to the appointed date.
iii Nominations for election to the Executive Committee must be made in writing to the Secretary of the
Executive Committee at least 14 days before the Annual General Meeting. Should nominations exceed vacancies,
election shall be by ballot.
iv Successful candidates may hold only one post In the Executive Committee.
v At such AGMs the business shall include:
a The election of Full members to serve on the Executive Committee.
b The consideration of an annual report of the work done by the Committee
c Annual Accounts
d The transaction of such other matters as may from time to time be necessary
vii At AGMs all paid-up members of the Association (as at four weeks prior to the AGM) shall be entitled to one vote.
This may be used in the election of officers and in the changing of the Constitution under the regulations.
viii The Secretary, or other person specially appointed by the Executive Committee, shall keep a full record of
the proceedings at every General Meeting of the Association.
ix Emergency Regulations
In case of sudden emergency or other special circumstances requiring immediate action an Emergency General Meeting
may be convened by the Chairperson at not less than three days notice in writing to members of the Committee.
No business shall be conducted at such meeting except that specified in the notice convening the meeting. An Emergency
General Meeting may be called either by the Executive Committee or by a consensus of fifty per cent of the membership
at not less than fourteen days notice in writing to all members. No business shall be conducted at this meeting except
that which is specified in the notice convening the meeting. A two-thirds majority is needed to carry any resolution.
8. TRUST PROPERTY
The title to all real or personal property which may be acquired by or on behalf of the Association shall be vested
in not less than three and not more than four trustees appointed by the Committee.
9. CHANGES TO THE CONSTITUTION
Alteration to this Constitution shall receive the assent of two-thirds of the members present and voting at an Annual
or a Special General Meeting. A resolution for the alteration of the Constitution must be received by the Secretary
of the Association at least 21 days before the meeting at which the resolution is to be brought forward. At least 14
days notice of such a meeting must be given by the Secretary to the membership and must include notice of the
alteration proposed. Provided that no alteration to Clause 3 (objects), Clause ii (dissolution) or this Clause,
shall take effect until the approval in writing of the Charity Commissioners of other Authority having charitable
jurisdiction shall have been obtained; and no alteration shall be made which would have the effect of causing the
Association to cease to be a charity.
10. DISSOLUTION
Should it be seen fit to dissolve the Association then an Emergency General Meeting of all members who have the power
to vote will be called of which not less than twenty-one days notice shall be given.
If such devices shall be confirmed by at 75% majority of those present and voting at such a meeting, the Committee
shall have powers to dispose of any assets held by or on behalf of the Association. Any assets remaining after the
satisfaction of any proper debtor liabilities shall be given or transferred to such a charitable local community care
project having objects similar to the objects of the Association of failing that to some other charitable purpose.
This constitution was adopted on 2nd October 2008 by vote of the members present at the Annual General Meeting.
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