WBOS CONSTITUTION

1. Name
   The Society shall be called WBOS (West Bromwich Operatic Society)

2. Aims and Objectives
   The aims and objectives of the Society are:-

• to educate and develop public appreciation and taste in the dramatic and operatic arts
• to promote plays, dramas, comedies, operas, operettas and other dramatic and operatic works of educational value
• to promote funds which will assist and further charitable institutions and purposes.
• to purchase, acquire and obtain interests in the copyright of, or the right to perform, or show any such dramatic or operatic works at the highest level on a professional stage and in a professional manner
• to purchase or otherwise acquire, plant, machinery, furniture, fixtures, fittings, scenery and all other necessary effects
• to raise funds, and invite and receive contributions, from any person or persons whatsoever by the way of subscription, donation and otherwise, provided that in raising funds the Society shall not undertake any permanent trading activities and shall conform to any relevant requirements of the law
• to employ such staff (who shall not be members of the Management Committee) as are necessary for the proper pursuit of the objectives and to make all reasonable and necessary provision for the payment of pensions and superannuation for staff and their dependants
• to do all such other lawful things as are necessary for the achievement of the objectives of the Society

3. Membership
   The Society shall consist of Acting Members and Non-Acting Members and may also include honorary Life Members.  Membership shall be open to all those over the age of 16.

4. Application for Membership
   Applications for membership shall be made in writing, signed by the applicant, to the Secretary.  Entrance to the Society for Acting Membership is to satisfy the Management Committee by audition to demonstrate their performance and musical ability.

5. Expulsion of Members
   The Management Committee may, by a majority vote, remove from the list of Members, the name of any Member who has persistently neglected the work undertaken by the Society, or whose conduct it considers likely to endanger the welfare of the Society.  The individual shall have the right to be heard by the Management Committee, accompanied by a friend, before a final decision is made.

6. Subscriptions and Fees
   The annual subscription to the Society and entrance fees, if applicable, shall be determined from time to time by the Management Committee and proposed at the Annual General Meeting.  Entrance fees, if applicable and first annual subscriptions become due, on becoming a member, with all subsequent annual subscriptions due on 1^st July. Any member whose subscription remains unpaid at the start of the Annual General Meeting shall lose membership by default and his or her name will be erased from the register of members.
7. Patrons
   The Society welcomes Patrons, to aid and support our activities, at an annual subscription, as determined by the Management Committee.
   
   
8. Life Membership
   The Management Committee shall have power to confer life membership, without the payment of any subscription upon a member of the Society, who, in its opinion has rendered signal service and is deserving of such privilege.
   
   
9. Management
   The Society shall be managed by a committee comprising a President (ex-officio), a Treasurer and 12 members elected at the Annual General Meeting.

• The 12 elected members will from their number, elect a Chairman, Vice Chairman, Secretary, plus other posts as deemed necessary.
• Such elections shall take place as soon as possible after the Annual General Meeting and members so elected shall hold office until the next Annual General Meeting or until their successors have been elected.
• Prior to the Annual General Meeting in each year, 4 Committee Members of the 12 shall retire, but shall be eligible for re-election.  The 4 retiring members shall normally consist of those members who have served for three years or, who have served in lieu of a member who would then be due for re-election.  Nominations for Committee shall be proposed and seconded in writing, together with the signed consent of the nominee to the Secretary at least 4 days before the Annual General Meeting and their election shall be by ballot from among the Acting, Non Acting and Life Members voting at such meeting.
• Should any member of the Management Committee fail to attend 4 consecutive Committee Meetings, without reasonable cause, the Management Committee shall, after duly advising the said member, take a vote from each of the remaining members, to determine the position as to continued membership of the Management Committee.
• The Management Committee shall have power to fill any vacancy in its membership that may occur, but the member so appointed to such vacancy shall hold office for such period only as the person in whose place he or she is appointed.  The Management Committee may also co-opt other persons to the Management Committee or any Sub-Committee for guidance or other specific reason.  The person or persons so co-opted shall not be entitled to vote on any matter in Committee, but may do so on any Sub-Committee of which they may be members.
• A member of the Management Committee shall cease to hold office if he or she becomes incapable by reason of mental disorder, illness or injury of managing and administering his or her own affairs.
• No person shall be entitled to act as a member of the Management Committee whether on a first or subsequent entry into office, until after signing in the minute book of the Management Committee, a declaration of acceptance and of willingness to act in the interests of the Society.

10. Personal Interest of Management Committee
    No member of the Management Committee shall acquire any interest in property belonging to the Society, or receive remuneration, apart from previously agreed expenses, or be interested in any contract entered into by the Management Committee.

11. Meetings of the Management Committee

• The Management Committee shall hold at least 10 ordinary meetings a year.
• The Chairman shall chair the Management Committee meetings; in the absence of the Chairman, the Vice Chairman shall take the Chair; if also absent, then a committee member present is elected for the meeting.
• A special meeting may be called at any time by the Chairman or by any two members of the Management Committee, upon not less than 4 days’ notice being given to the other members of the Management Committee, of the matters to be discussed.
• There shall be a quorum when at least one half plus 1 of the current number of members of the Management Committee, are present at a meeting.
• Every matter shall be determined by a majority of votes of the members of the Management Committee who are present and voting on the question.  In the case of equality of votes, the Chairman of the meeting shall have a second or casting vote.
• The Management Committee shall keep minutes, in books kept for the purpose of the proceedings of the meetings of the Management Committee and any sub-committee.
• The Management Committee may, from time to time, make bye-laws which can be added or removed by the Management Committee and be discussed by the membership at the Annual General Meeting, which are binding as until such time they are repealed by the Management Committee or set aside by a resolution at a General Meeting
• The Management Committee shall also appoint Sub-Committees and delegate to such Sub-Committees any power or function as may be necessary.  Members of such Sub-Committees shall continue to hold office until the next Annual General Meeting.

12. Management Committee’s Powers
    The Management Committee shall have power to decide any questions arising out of these Rules and all other matters connected with the Society, (other than and except those which can be dealt with only by the Society at a General Meeting) and make, maintain and publish, all necessary orders, regulations and bye-laws in connection therewith.

13. Finance

• The funds of the Society shall be used purely to further the objectives of the Society.
• The total income of the Society shall be paid into an account operated by the Treasurer and monitored by the Management Committee.  All cheques drawn on the accounts must be signed by at least 2 members.
• No expenditure shall be incurred by any member of the Society without the authority of the Management Committee and the Management Committee shall sanction all accounts.
• All monies due and owing to the Society, including the Entrance Fees and Subscriptions of Members, shall be recoverable at law in the name of the Treasurer.

14. Financial Year
    The financial year of the Society shall commence on 1^st July and an annual profit and loss account and balance sheet shall be prepared within 3 calendar months after 30^th June in each year.

15. Annual General Meeting

• The Annual General Meeting of the Society shall be held within 3 months from the end of the Financial Year, or as soon as practicable thereafter, when the report of the Management Committee and accounts for the past year, together with an independent examiner’s report, shall be presented.  In addition, the Accountants, Treasurer, President and Committee Members (as in rule number 9) are elected and general business is transacted.
• Every Annual General Meeting shall be called by the Management Committee.  The Secretary shall give at least 21 days’ notice of the Annual General Meeting to all members of the Society.  All the members of the Society shall be entitled to attend and vote at the meeting.
• All general meetings to be chaired by the Chairman or if absent within 15 minutes of start, by the Vice-Chairman.  If also absent, then a willing member of the Management Committee to be elected by the meeting.  Failure to appoint a Chairman at this stage requires a voting member to be elected from the meeting.
• Details of any resolutions to be brought before the Annual General Meeting shall be given to the Secretary in writing not later than 14 days before the date fixed for such meeting.
• The Secretary, or other person specially appointed by the Management Committee, shall keep a full record of proceedings at every General Meeting of the Society.

16. Extraordinary General Meeting
    An Extraordinary General Meeting of the Society may be called at any time at the discretion of the Management Committee and shall be called within 21 days after the receipt, by the Secretary, of a requisition in writing to that effect signed by at least 12 Members.  Every such request shall state the business for which the Meeting is to be convened and no other business shall be transacted at such Meeting.

17. Quorum at General Meetings
    No business, other than the formal adjournment of the Meeting, shall be transacted at any General Meeting unless a quorum is present and such quorum shall consist of not less than one third of members eligible to vote at time of meeting.

18. Resolution at General Meeting
    Unless otherwise provided by these Rules, all resolutions brought forward at a General Meeting, shall be decided by a clear majority of the votes properly recorded at such Meeting and in the case of an equality of votes, the Chairman shall have a second, or casting vote.

19. Dissolution of Society
    If the Management Committee decides that it is necessary, or advisable, to dissolve the Society, it shall call a meeting of all members of the Society, of which not less than 21 days’ notice shall be given stating the terms of the resolution to be proposed.  If the proposal is confirmed by a 75% majority of those present and voting, the Management Committee shall have power to realise any assets held by, or on behalf of the Society.  Any assets remaining after the satisfaction of any proper debts and liabilities shall be devoted to charitable purposes.

20. Alteration to Rules
    No alteration of these Rules shall be made except at a General Meeting and shall be carried by a majority of at least 75% of the members present.