CONSTITUTION

of the Elmbridge University Of The Third Age as an unincorporated association

Charity No. 1071550

1. NAME

The name shall be the ELMBRIDGE u3a, hereinafter referred to as the Eu3a.

2. OBJECTS AND POWERS

2.1 Objects The Objects of the Eu3a are: The advancement of education, and in particular the education of older people and those who are retired from full time work, by all means, including associated activities conducive to learning and personal development.

2.2 Powers

2.2.1 In furtherance of the above the Eu3a may purchase, take on lease or in exchange hire and otherwise acquire and sell or dispose of real or personal property and any rights and privileges which the Eu3a may think necessary for the promotion of the objects, subject to such consents as may be required by law.

2.2.2 Publish books, pamphlets, reports, leaflets, journals, films, videos and instructional matter.

2.2.3 Found and carry on schools and training courses and run lectures, seminars, conferences and courses.

2.2.4 Encourage and assist in the formation and operation of area and regional groupings of other u3as.

2.2.5 Receive donations, endowments, sponsorship fees, subscriptions and legacies from persons desiring to promote the Objects of the Eu3a or any of them and to hold funds in trust for the same.

2.2.6 Do all such other lawful things as may be necessary for the attainment of the above Objects or any of them.

3.MEMBERSHIP

3.1 All persons interested in supporting the Objects of the Third Age Trust shall be admitted to membership provided they agree to abide by this constitution, and any conditions properly imposed by the Committee, and provided also that they pay the annual subscription as proposed by the Committee and approved by the membership at the Annual General Meeting.

3.2 The Committee may terminate the membership of any member if:

3.2.1 there is any money o owed to the Eu3a in respect of membership fees after the 31st January; or

3.2.2 that member acts in a way which is prejudicial to the Eu3a or brings it into disrepute; PROVIDED THAT the individual concerned shall have the right to be heard by the Committee before a final decision is made.

4.MANAGEMENT

4.1 The management of the Eu3a shall be vested in a Committee consisting of members whose duty it shall be to carry out its general policy and to provide for the administration, management and control of the affairs and property of the Eu3a.

4.1.1 The Committee shall consist of at least five and not more than ten members, excluding those who are co-opted. At their first meeting after the Annual General Meeting, the members of the Committee shall elect from among their number the principal officers of the Eu3a, that is the Chairman, Vice-Chairman, Secretary and Treasurer.

4.1.2 Not more than six ordinary members may be co-opted to the Committee: they shall have full voting rights and their term of office shall expire at the next following Annual General Meeting.

4.1.3 Persons, who need not be members, may be invited to serve because of their special expertise: they shall not have voting rights and their term of service shall expire at the next following Annual General Meeting.

4.2 The election of the members of the Committee shall be held at the Annual General Meeting of the Eu3a.

4.2.1 Nominations to the Committee duly agreed by the nominee shall be proposed and seconded and delivered in writing to the Secretary at least 14 days before the Annual General Meeting. If insufficient nominations are received to fill the vacancies for Committee members, the Committee may as a last resort, appeal to the assembled members at the Annual General Meeting for permission to ask whether anyone present was willing to reconsider and put themselves forward as a candidate for one of the vacancies. A vote must be taken on this motion.

4.2.2 The newly elected Committee shall take office at the conclusion of the Annual General Meeting.

4.2.3 There shall be no less than four Committee meetings a year.

4.2.4 The term of office of Committee members and officers shall expire at the end of the next following Annual General Meeting. Retiring Committee members and officers may stand for re-election provided that no-one may hold the office of Chairman or Vice-Chairman for more than four consecutive years without an intervening period of at least one year except that a retiring Vice-Chairman may stand immediately for the post of Chairman.

4.2.5 Any casual vacancy in the Committee may be filled by a member appointed by the Committee.

4.2.6 At Committee meetings matters shall be decided by a simple majority of votes of Committee members present. In the case of an equality of votes the Chairman shall have a casting vote.

4.2.7 The quorum for any Committee meeting shall be three or one third of the Committee whichever is the greater.

4.3 Special Committee meetings may be called at any time by the Chairman or by any two members of the Committee upon seven days' notice being given to all the Committee members of all the matters to be discussed.

4.4 The committee may appoint sub-committees, including at least one member of the Committee, to which it may from time to time, and for such time as it determines, delegate the transaction of such matters and the performance of such acts as it thinks fit and the Committee shall exercise supervision over the proceedings and acts of such sub-committees. Sub-committees shall report back in writing to the Committee as soon as possible on actions taken under the delegated powers.

4.5 The proceedings of the Committee shall not be invalidated by any defect in the appointment, election or co-option of any member of any committee or sub-committee.

4.6 The Secretary shall ensure that minutes are kept of all Committee and General Meetings. These minutes shall be available for inspection at the request of a member of the Eu3a.

5. ANNUAL AND SPECIAL GENERAL MEETINGS

5.1 The Annual General Meeting shall be held once in each year and not later than 15 months after the preceding Annual General Meeting. At least 21 days' notice shall be given to all members. A quorum shall be fifty paid-up members. The business of the Annual General Meeting shall include:

5.1.1 receiving and approving the Annual Report;

5.1.2 receiving and approving the examined accounts;

5.1.3 electing the members of the Committee;

5.1.4 appointing an examiner for the accounts;

5.1.5 considering proposals to alter the Constitution subject to the requirements of

Clause 9;

5.1.6 considering any other business which has been published in the Agenda.

5.2 A special General Meeting of the Eu3a may be convened at any time by a resolution of the Committee or upon a requisition signed by one-fifth or more of the members stating the object of the meeting. A meeting held on such a requisition shall be called by the Secretary of the Eu3a giving the other members 14 days' notice of such a meeting. There shall be a quorum when fifty paid-up members are present.

5.3 The Chairman of the Eu3a shall be the Chairman of any Committee or General Meeting at which he/she is present. In his/her absence the members shall elect a chairman for the meeting. The chairman of the meeting shall have a casting vote.

5.4 Accidental omission to give notice to any member shall not invalidate the proceedings of any General Meeting.

6. FINANCE

6.1 All the income and property of the Eu3a shall be applied solely towards the Objects of the said Eu3a and none of it shall be paid or transferred in any way to its Committee members provided that nothing herein shall prevent the payment in good faith of reasonable and proper remuneration to any officer or servant of the said Eu3a (other than a Committee member) and repayment of reasonable and properout-of-pocket expenses to members or Committee members incurred in the course of the work of the Eu3a. A bank or building society account shall be opened in the name of the Eu3a and withdrawals shall be made on the signature of two Committee members, one of whom is a principal officer.

6.2 The Eu3a shall have the power to collect and accept donations and to issue appeals for donations and to raise money by bequest or otherwise. Any money raised and received may be retained by the Eu3a in an "unrestricted" fund and be applied for general purposes at the discretion of the Committee. If a donor places a restriction on the way a donation may be spent, the donation must be placed in a "restricted" fund and accounted for separately. No form of permanent trading shall be undertaken in the raising of funds.

6.3 The financial year of the Eu3a shall end on the 31" December in each year and not more than 15 weeks later the Annual General Meeting shall be convened for the purpose of receiving the Annual Report and examined accounts.

6.4 The Committee may appoint employees either permanently or on a fixed term contract, who are not members of the Committee, as may from time to time be necessary for carrying out the work of the Eu3a and may fix their terms and conditions of employment. For purposes of employment law the Committee shall be the employer.

6.5 All proper costs, charges and expenses incidental to the management of the Eu3a and membership of the Third Age Trust may be defrayed from the funds of the Eu3a.

6.6 The Treasurer shall keep accounts of all the monies received and expended on behalf of the Eu3a and shall prepare and publish such accounts duly examined at the Annual General Meeting. All monetary transactions shall be made through properly authorised accounts in accordance with the directives of the Committee.

6.7 No Committee members shall be chargeable or responsible for loss caused by any thing or act done or omitted to be done by him/her or by any other Committee member, provided reasonable supervision be exercised over any such agent, or by reason of any mistake or omission made in good faith by any Committee member or by reason of any other matter or thing other than wilful and individual fraud or wrongdoing or wrongful omission on the part of the Committee member who is sought to be made liable.

7.PROPERTY

Any property of the Eu3a shall be vested in Trustees appointed for this purpose or where the appointment of trustees is not appropriate shall be deemed to be held jointly by all members of the Committee.

8.POWERS OF THE COMMITTEE

All matters not provided for in this constitution relating to the Eu3a and not involving an amendment to this constitution shall be dealt with by the Committee.

9.ALTERATION TO THE CONSTITUTION

9.1 The provisions of this constitution other than this clause may be amended with the assent of not less than two-thirds of the members of the Eu3a present and voting at a General Meeting, subject to the following conditions:

9.1.1 twenty-one clear days' notice of the Meeting shall be given to the members stating the intention to put forward such a resolution;

9.1.2 no amendment shall be made which would cause the Eu3a to cease to be a charity;

9.1.3 any amendment to either Clause 2 or Clause 10 shall receive the prior approval of the Charity Commission.

10.DISSOLUTION

The Eu3a may at any time be dissolved by a resolution passed by a three-quarters majority of those present and voting at a meeting of the Eu3a of which 21 clear days' notice stating the intention to put forward such a resolution shall have been sent to all members of the Eu3a. If any assets remain after the satisfaction of all debts and liabilities, such assets held by or in the name of the Eu3a shall be transferred to such charitable institution or institutions having objects similar to the Eu3a as the meeting shall decide.

26 March 1998

Amended 30th April 2025 U3A becomes Eu3a

Amended 21 March 2003

Amended 2nd April 2014

Reprinted December 2005 2nd Reprint February 2008

3rd Reprint February 2009

Amended 4 April 2018