1. Name
The name of the Society shall be Menston Thespians (Society).
2. Purpose
The purpose of the Society shall be the performance of theatrical productions and promote amateur theatre in the local community for the enjoyment of its members and the public in general.
3. Membership
The Society shall consist of members as defined by one of the classes detailed in 3.1, 3.2, 3.3, and 3.4. The membership year will run from 1 October to 30 September each year. Anyone in the local community of Menston, or the surrounding areas may join the Society by email, or in person at a meeting, rehearsal, or audition. New members are invited through advertisements, the Society website, and publicity. Payment of the annual membership fee is deemed to enlist that person to the membership list for the duration of the current membership year. Any member wishing to resign must give written notice to the Secretary.
3.1 Adult membership of the Society shall be open to individuals of 18 years and over. Adult members are entitled to vote on any issue.
3.2 Child membership of the Society shall be open to those up to 18 years old. Child members shall not be entitled to vote on any issue. Those that turn 18 during the membership year are still entitled to be child members.
3.3 Life membership of the Society may be offered at the discretion of the Committee to long term members to recognise their contribution to the Society. They shall have the same rights as adult members but will not be required to pay the annual membership fee.
3.4 Supporter membership of the Society may be offered at the discretion of the Committee. Supporter members will not be required to pay the annual membership fee, and are generally assisting the Society in roles such as chaperones, band members, front of house staff, technical and stage crew, wardrobe, makeup etc. They are enrolled as a member for the duration of the current production, but shall not be entitled to vote on any issue.
4. Annual Membership Fees
The annual membership fees shall be determined at each year’s Annual General Meeting (AGM). Those joining the Society after 1 April are entitled to a 50% discount on their annual membership fee that year. Those joining the Society after 1 September will not have to pay a fee for that membership year. Annual membership fees shall become due on 1 October each year and shall be paid no later than 31 December. Any member whose annual membership fee remains unpaid will not be allowed to participate in any production.
5. Expulsion of Members
The Committee may by a unanimous vote remove from the membership list 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 Committee, accompanied by a friend, before a final decision is made.
6. Committee
The Society shall be managed by a Committee elected at the AGM consisting of the following Officers: Chair, Treasurer, Secretary and any number of ordinary members. The Committee may co-opt other members of the group to join the Committee for particular purposes.
No member of the Committee shall acquire any interest in property belonging to the Society or receive remuneration or be interested (otherwise than as a member of the Committee) in any contract entered into by the Committee.
A member of the Committee shall cease to hold office if they:
6.1 are absent without the permission of the Committee from all meetings held within three months; or
6.2 do not actively contribute to the operation of the Society; or
6.3 notify the Committee of a wish to resign (but only if at least four members of the Committee will remain in office when the notice of resignation is to take effect).
7. Meetings of Committee
The Committee shall meet as frequently as necessary for the smooth preparation of any productions, and the operation of the Society. Four members shall form a quorum. The committee meetings will be open to any member of the Society wishing to attend, who may speak but not vote.
The Chair shall chair meetings of the Committee. If the Chair is absent from any meeting, the members of the Committee shall decide which of those in attendance shall chair the meeting before any other business is transacted.
Where deemed appropriate by the Chair, matters may be determined by a majority of votes of the members of the Committee (including co-opted members) present. In the case of equality of votes, the Chair of the meeting shall have a second or casting vote.
The Committee shall keep minutes of the proceedings of meetings of the Committee and any sub-committee. Salient notices will be conveyed to the membership via email.
The Committee may from time to time make and alter rules for the conduct of their business, the timing and conduct of their meetings and the storage of documents. No rule may be made which is inconsistent with this Constitution.
8. Committee’s Powers
The Committee shall have the power to decide any questions arising out of the Constitution and all other matters connected with the Society (other than and except those which can be dealt with only by the Society in AGMs) and make maintain and publish all necessary orders regulations and bye-laws in connection therewith.
The Committee may appoint a Wardrobes and Properties Manager, Safeguarding Officer, Front of House and Production Coordinator, Publicity and Branding Manager, Membership Manager, Social Secretary or any other role whose work would facilitate the smooth running of the Society’s affairs. Such Officers of the Society may or may not be members of the elected Committee.
The Committee may appoint one or more sub-committees to make any inquiry or supervise or perform any function or duty which in the opinion of the Committee would be more conveniently undertaken or carried out by a sub-committee; provided that all acts and proceedings of any such sub-committees shall be fully and promptly reported to the Committee.
The Committee shall decide on the production to be presented and the dates upon which the public performances shall take place. The production team required for any production shall be appointed by the Committee.
To give effect to any legal act or deed, any two of the following Officers are empowered to sign deeds and documents, and to bind the Society by such deed or act, and the Society will indemnify the said Officers from and in respect of all actions, claims, and demands made in respect of such deed or act:
The Chair for the time being of the Society
The Secretary for the time being of the Society
The Treasurer for the time being of the Society
9. Finance
The funds of the Society shall be applied solely to furthering the purpose of the Society. The funds of the Society, including all members’ fees, donations, box office income and bequests, shall be paid into an account operated by the Committee in the name of the Society at such bank as the Committee shall from time to time decide. At least three members of the Committee must have access to the account. Access to the account must be forfeited by any Committee member who resigns from the Committee, or is not re-elected at the AGM. All payments drawn on the account must have a valid invoice or receipt to ensure full traceability.
No member of the Society shall receive payment directly or indirectly for services to the Society other than for legitimate expenses, and/or unless the Committee shall in its absolute discretion agree reasonable payment for services to the Society. No reimbursable expenditure shall be incurred by any member of the Society without the express agreement of the relevant budget holder and all accounts shall be sanctioned by the Committee.
All expenses in connection with a production shall be submitted for payment within 21 days after the final performance.
Within two calendar months after the final performance of any production, the Treasurer shall prepare a full statement of the receipts and expenses of each production and the same shall be open for the inspection of members at such time and place as the Committee shall decide.
The Committee must not knowingly carry out activity on behalf of the Society which may result in a loss of income that cannot be renumerated by other institutions or grants. Any potential loss must not be greater than the funds available in the Society account, minus any other outstanding financial obligations.
All monies due and owing to the Society, including annual membership fees, shall be recoverable at law.
10. Financial Year
The financial year of the Society shall commence on 1 September and close on 31 August. An annual profit and loss account and balance sheet shall be prepared within two weeks of the end of the financial year and submitted to an independent financial reviewer, as shall be appointed from time to time by the Committee. The verified accounts shall be presented to the Committee for approval; the approved accounts shall then be presented to the members at the AGM.
11. Annual General Meeting
The AGM of the Society shall be held in September when the Report of the Committee and approved accounts for the previous financial year shall be presented. The Secretary shall give at least 14 days’ notice of the AGM to all members of the Society. Notification of the AGM shall be given by email. All members of the Society shall be entitled to attend and to participate in the business to be transacted. Only adult and life members may vote at the meeting (see clause 3).
The Committee shall retire annually but shall be eligible for re-election. The names of candidates for these positions shall be sent to the Secretary in writing in advance or may be nominated and seconded in person at the AGM. If more names are proposed than the number required to fill the vacancies, then the election shall be by ballot. Only adult or life members of the Society are eligible to join the committee.
The AGM shall be chaired by the outgoing Chair of the Society; if they are not available then the Committee shall be empowered to select an alternative chair. The Chair, Secretary, Treasurer and other ordinary members of the Committee shall be elected at each AGM.
The AGM may be deferred to a later date in exceptional circumstances, for example, when in the interests of the health and/or safety of the members of the Society. This can only take place following a unanimous vote by the Committee, and an email notification of the decision must be sent to all members.
12. Extraordinary General Meeting
An EGM shall be called at the discretion of the Committee, or within 21 days of the receipt by the Secretary of a request for such a meeting, specifying the business to be transacted and signed by no fewer than 5 members of the Society. At least seven days’ notice of such a meeting shall be given in writing to all Members, and only the business specified in the notice shall be transacted at the Meeting. Once the EGM is quorate, and the business has been discussed, the business being voted on at the meeting will pass by a simple majority. The EGM shall be chaired by the Chair of the Society; if they are not available then the Committee shall be empowered to select an alternative chair.
13. Quorum at General Meetings
No business shall be dealt with at any AGM or EGM unless a quorum is present; the quorum for a General Meeting shall be one-third of voting members (adult and life members) in attendance, at least two of which should be office bearers. If a quorum is not present within 15 minutes after the time at which a General Meeting was due to commence, or if during a meeting, a quorum ceases to be present, the meeting shall stand adjourned to such time and place as may be fixed by the chair of the meeting. General Meetings may be held in person, or virtually.
14. Proxy Votes
Proxy votes are allowed to enable members who are unable to attend in-person to vote on a matter at an AGM, EGM, or Committee meeting. To use a proxy vote, the member must give written consent for another voting member (adult and life members) to vote on their behalf, and they should give written instructions on how to cast their vote. Proxy voting members will not count towards the members making up the quorum.
15. Obligations of Members
The Committee shall have the power to prohibit any member whose attendance at rehearsals shall have been irregular from taking part in the performance of the work in preparation. Performing members absenting themselves from three consecutive rehearsals without good reason may, at the discretion of the Committee and in consultation with the Director, be deemed to have resigned their parts in the production.
The Committee shall reserve the right to exclude any member from a production who, in the opinion of the Committee, is wilfully disrespectful of the rehearsal guidelines.
15.1 Members should maintain a satisfactory level of discipline which includes mutual respect for fellow performers and the production team at all times.
15.2 Abusive behaviour or discrimination of any nature whatsoever will not be tolerated. Members have a right to participate in activities without fear of intimidation in any form.
16. Data Protection
The Society will collect personal details for members to keep an accurate record of members of the Society, to allow communications to be sent to members, to help promote the Society, and to comply with local and national requirements and regulations, for example, for child protection responsibilities. Permission for the taking, storage, and usage of photographs on promotional materials and the website will be sought annually, and the Committee are responsible for enforcing these permissions. For members’ safety while taking part in activities connected to the Society, details of medical conditions which may require urgent medical attention, for example, nut allergies or asthma, will also be recorded.
Names, photographs, and biographies may appear in public documents, including programmes, publicity (including newspapers and websites) and newsletters. Medical information will be used in strict confidence by the Society’s first aiders and chaperones as the need arises. Personal information may be shared with the Committee as the Society trustees for use in the legitimate interest of the Society. Personal data will never be shared with other third parties without your consent, except when complying with legal requirements.
Reasonable security measures to protect against any unauthorised access or damage to, or disclosure or loss of information will be put in place. Information may be kept indefinitely; however personal information can be removed from the Society records at any time by written request to the Secretary. Subject Access Requests may be made to the Secretary of the Society in writing to request a copy of all the personal information on file. All reasonable steps will be taken to confirm the individual’s identity and right to the information before any details will be provided.
17. Child Protection Policy
The Society recognises its duty of care under the Children and Young Persons Act 1963, the Child (Performances) Regulations 1968, the Protection of Children Act 1999, and the Criminal Justice and Court Services Act 2000. The Society recognises that abuse can take many forms, whether it be physical abuse, emotional abuse, sexual abuse or neglect. The Society is committed to practices that protect children from harm. All members of the Society accept and recognise their responsibilities to develop an awareness of the issues which cause children harm. The Child protection policy is set out in detail on the Society website. The Committee and Production Team are encouraged to register for Disclosure and Barring Service checks (or equivalent).
Volunteers are required to ensure all our child members are safe, and well looked after during rehearsals and productions. Parents and guardians are required to obtain a chaperone licence to assist during rehearsals and for at least one production. The Committee shall reserve the right to remove Child Members from Productions if the legal Child Protection obligations cannot be met.
18. Dissolution of Society
If the Committee decides that it is necessary or advisable to dissolve the Society, it shall call a meeting of all members, giving no less than 21 days’ notice (stating the terms of the resolution to be proposed). If the proposal is confirmed by a two-thirds majority of those present and eligible to vote, the Committee shall have the 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 given or transferred to another charitable institution or institutions with a similar purpose to the Society, as the members of the Society may determine or failing that shall be applied for some other charitable purpose.
If the Society should be unable to meet its financial obligations (i.e. become insolvent) all debts and losses incurred by the Society, after absorption of all monies in reserve, shall be made good by the members of the Society (Classes 3.1, and 3.3) enlisted on the membership list as shall be current at the time of such insolvency.
19. Amendments
This Constitution may be altered at an AGM or EGM. The notices for the AGM or EGM shall quote in full the proposed alteration(s) to the Constitution, but amendments may be incorporated at the meeting by a simple majority. Notice of 1 month must be given for any amendments to the Constitution.
Record of Amendments
- New Constitution agreed at an EGM on 13 April 2022, revoking the previous Menston Thespians Constitution.