RPS Rules

NAME.

CHARITY NO. 264056 RULES

1. The Society shall be called “The Rottingdean Preservation Society” (hereinafter referred to as the Society”).

OBJECTS.

2. The Society’s objects are set out in a Deed of Declaration of Trust establishing the Society dated 2nd day of May, 1960 and are:

  1. a)  To preserve the village and the amenities and rural surroundings of Rottingdean and improve the same, and

  2. b)  To preserve and maintain the Rottingdean Windmill.

  3. c)  To preserve and maintain The Grange

MEMBERSHIP

3. Membership shall be open to all who are interested in furthering the objects of the Society

SUBSCRIPTIONS:

4. The minimum annual subscription for each year commencing on the 1st of May shall be resolved at an Annual or Special General Meeting.

RIGHTS OF MEMBERS.

5. (i) Ordinary members shall have the following rights:

  1. a)  To attend all general meetings of the Society and take part in its discussions.

  2. b)  To propose or second resolutions and to vote at such meetings.

  3. c)  To nominate candidates for election as Executive Committee members, as Officers, and members

    of the Society.

  4. d)  To become Officers or members of the Executive Committee.

  5. e)  To engage in such activities or work upon the instructions of the Executive Committee as shall be

    directed towards the Society’s objects.

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OFFICERS AND COMMITTEE OF THE SOCIETY:

6. The Officers and other members of the Committee shall normally be resident or work in Rottingdean but the Executive Committee shall have the power to co-opt additional members from outside Rottingdean, and shall be:
a) A President and one or more Vice-Presidents who, on election, shall become members of the Society if not already so. The President and Vice-President(s) may attend the meetings of the Executive Committee by invitation, but without the right of voting on the Committee.

b) An Executive Committee (the Committee) consisting of the following Officers, namely a Chairman, a Vice- Chairman, an Honorary Treasurer, an Honorary Secretary, an Honorary Membership Secretary, together with not more than nine other members of the Committee.

NOMINATION AND ELECTION OF OFFICERS AND COMMITTEE.

7(a) The Officers and Committee of the Society shall be elected each year at the Annual General Meeting, all of whom shall retire at the date thereof but shall be eligible for re-election.

7(b) Every member shall be sent notice of the convening of the Annual General Meeting together with a list of Officers and other members of the Committee who are wiling to serve if elected. Nomination for election of any person as an Officer or other member of the Committee must be submitted to the Secretary in writing, together with the names of the proposer and seconder and the written consent of the person so nominated, not less that seven days before the said Annual General Meeting.

7(c) The Officers and Committee Members shall be elected by a majority of the votes of all the members present at such meeting and entitled to vote.

7(d) Voting shall be by ballot unless only one candidate is proposed for any office in the case of Officers, or unless the number of candidates for vacancies does not exceed nine in the case of other members of the Committee. In such cases voting shall be a show of hands.

MANAGEMENT

8. The Committee shall be responsible for the management and administration of the Society.

RESPONSIBILITIES OF THE COMMITTEE.

9(a) The Committee shall take such action and incur such expenditure as it shall decide for furthering the objects of the Society. The Society’s funds shall be used only for the objects of the Society.

9(b) It shall be the duty of every Officer and other member of the Committee or member of any sub- Committee who is in any way directly or indirectly interested financially or professionally in any item discussed at any Committee meeting at which he or she is present to declare such interest and he or she shall not discuss such item (except by invitation of the Chairman) or vote thereon.

9(c). The Committee may appoint and dissolve sub-committees and delegate to them such of its powers as it thinks fit. Such sub Committees shall report any decisions they take to the Committee as soon as possible.

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9(d) The Committee may from time to time fill any vacancy in office of both Officers or other members of the Committee and co-opt not more than two persons to the Committee. Such person(s) so appointed or co- opted shall remain in office until the next Annual General Meeting of the Society.

COMMITTEE MEETINGS

10(a) ORDINARY COMMITTEE MEETINGS. An Ordinary Meeting shall be called at least once every quarter on such dates and at such places as it shall from time to time decide and all members of the Committee shall receive at least seven days notice of the date and place of the meetings, together with a copy of the Agenda. The quorum for any Ordinary Meeting shall be five members of the Committee.

10(b) SPECIAL COMMITTEE MEETINGS.
(i) A Special Meeting may be called at any time by the Chairman or, in the event of his absence or disability, by the Vice Chairman, at any place and time appointed by him.
(ii) A Special Meeting shall be called by the Secretary within seven days of the receipt by him of a written demand signed by at least five members of the Committee.
(iii) A notice of the meeting with the Agenda shall be sent to each member of the Committee at least three days before every Special Meeting
(iv). The quorum for any Special Meeting shall be four members of the Committee

10(c). EMERGENCY COMMITTEE MEETINGS. In the event of an emergency an Emergency Meeting of the Committee may be called by the Chairman, Vice-Chairman or the Secretary at any time or place and any decision taken and made at such meeting shall have the effect of the decision of an Ordinary or Special Meeting of the Committee provided such decision shall be ratified at the next Ordinary or Special Meeting of the Committee. An emergency shall be any event which the Chairman or Vice-Chairman decides is an emergency. The Quorum for an Emergency Meeting shall be three members of the Committee.

ANNUAL GENERAL MEETING.

11. An Annual Meeting (the AGM) of the members of the Society shall be held in the Autumn each year (unless exceptional circumstances should make this impossible) and notice thereof with the Agenda as set out in the Annual Report shall be sent to every member of the Society not less than fourteen days prior to the date appointed for the meeting. The business shall be:

a. Minutes of the last AGM and of the last if any Special General Meeting.
b.Presentation of the Annual Report
c. Presentation of the Annual Accounts for the year ending the previous 30th April
d. Election of Officers and other members of the Committee of the Society and Independent Examiner
e. Consideration of any business introduced by the Committee, notice of which shall have been given on the AGM Agenda
f. Consideration of any business of which written notice shall have been given by any member to the Secretary at least seven days before the meeting.
g. Any other business at the discretion of the Chairman but no resolution shall be passed unless the item has appeared on the Agenda.

SPECIAL GENERAL MEETING.

12. A Special General Meeting of the Society shall be called:
a. By the Committee at any time that the Committee may direct.
b. Within thirty days after the receipt by the Secretary of a written demand signed by not less than twenty members of the Society

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c. Notice of any Special General Meeting with the Agenda shall be sent to every member of the Society not less than fourteen days before such a meeting.

QUORUM FOR GENERAL MEETINGS.
13. Twenty members shall form a quorum at any Annual General or Special General Meeting. VOTING

14. Subject as hereinbefore provided voting at all meetings of the Society or of the Committee shall be by a show of hands unless the Chairman shall decide that voting shall be by ballot. In the case of equality of votes the Chairman shall have a second or casting vote.

FINANCE.

15(a). The funds and finances of the Society shall be managed by the Committee. Subject to the following sub-clauses of this clause, the Honorary Treasurer shall have custody of the Society’s funds which shall be operated by bank accounts in the name of the Society. All cheques shall be signed by any two of the following, namely the Chairman, the Vice-Chairman, the Honorary Treasurer or Honorary Secretary.

b) All monies at any time belonging to the Society and not required for immediate application for its purposes shall be invested by the Committee in or upon such investments, securities or property as it may think fit, subject, nevertheless, to such authority, approval or consent by the Charity Commissioners as may for the time being be required by law or by the special trusts affecting such property.

c) All investments, securities and property mentioned in sub clause (b) of this clause shall (to the extent that the same are not land or an interest in land) be held in the joint names of the Chairman and a nominated Trustee on behalf of the Society, subject to the directions of the Committee.

d) The benefit of the lease of the Rottingdean Windmill shall be held by the Trustees of the Society upon the trust for sale mentioned in the Assignment dated 17th January 1961 and the proceeds of any such sale shall be held in accordance with the Deed of Declaration of Trust also dated 17th January1961. Any other land or interest in land acquired by or on behalf of the Society shall similarly be held by the Trustees of the Society upon trust for sale and the proceeds of the sale and profits until sale shall be held by them upon trust to apply the same as income for the general purposes of the Society in such manner as they shall think most beneficial for promoting its objects.

e) The annual Accounts prepared by the Treasurer shall be examined and presented at the AGM. The Independent Examiner shall not be a member of the Committee.

ALTERATION OF RULES.

16. No alteration of these rules may be made except at an AGM or a Special General Meeting of the Society. The proposed alteration, unless proposed by the Committee, shall be sent to the Secretary at least thirty days prior to the date of such meetings and shall be accompanied by the name and address of the proposer and seconder. Every member of the Society shall receive a copy of the proposal and of the name and address of proposer and seconder with notice of the meeting. If the proposal is a proposal by the Committee the notice shall give this information. No alteration of the rules shall be valid without the votes of at least two thirds of the members present at the meeting and the approval of the Trustees of the Society, provided that no alteration shall be made which would cause the Society to cease to be a charity at law.

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DEFINITIONS

17. (a) For all the purposes of these Rules the masculine gender shall include the feminine and the singular shall include the plural where the context so admits or requires.

(b) A member of the Society is one who has paid his subscription for the current year.

(c) “Rottingdean” shall mean all the area within the following boundaries:
1. To the North – a line drawn East and West immediately North of Rottingdean Place.
2. To the West – the crest of Beacon Hill so far as the outskirts of Ovingdean Village and thereafter

the lower Easter slope of that hill until it meets the line mentioned in 1 above.
3. To the East – a line drawn North and South immediately East of Cranleigh Avenue 4.To the South – the sea.

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