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CONSTITUTION                       
[as at end 2005 with 2005 amendments approved by Charity Commission]

1. NAME OF ORGANISATION
The organisation shall be known as the BUSHEY AND DISTRICT FOOTPATHS ASSOCIATION, or shortened to B.A.D.F.A.

2. DEFINITIONS
Where the word Path or Footpath is used, and where the context allows, it includes any footpath, bridleway, green lane, road-used-as-public path, restricted byway and so on; whether on the definitive map or not.
‘Bushey and its neighbourhood’ and similar phrases mean Bushey and an area generally following the area of the former Watford Fieldpath Association.

3. OBJECTS
The Objects of the Association shall be:
i) To help to provide, preserve, conserve and improve paths in Bushey and its neighbourhood.
ii) To advance the education of the public in the knowledge and history of the paths in and around Bushey
iii) To advance the education of the public in the flora and fauna and other objects to be found on or near, or seen from, the paths in Bushey and near Bushey.
iv) To advance the education of the public in the legal and administrative aspects of path management and use including clearance, waymarking, rights of access, modification of routes.
v)  To encourage use of paths by organising walks and rides.

In furtherance of the Objects of the Association but not further or otherwise the Association shall have the following powers:
1. To publish maps, information material and newsletters and any other material consistent with the Objects.
2. To hold meetings.
3. To arrange visits and excursions.
4. To liaise with and make representations to local and other path authorities, as well as other organisations and people.
5. To clear blockages and repair structures and suchlike activity so long as it is lawful.
6. To make grants and accept donations and to make charges to cover the costs of carrying out the Objects
7. To do all other lawful things as are necessary to the attainment of the Objects of the Association.

4. MEMBERSHIP
a. Eligibility. Membership of the Association shall be open to any individual or organisation wishing to support the Association financially by subscription or by providing a service of use to the Association.
b. Voting. Each member aged 16 or more shall have one vote at a General Meeting.
c. Resignation. A member may resign at any time by notice to the Chairman, Secretary or Membership Secretary. A member may be deemed to have resigned if membership is not renewed.
d. Expulsion. A member who engages in conduct prejudicial to the Association may be expelled from the Association by resolution of the Committee. No such expulsion shall take effect until a reasonable opportunity has been given to the member to be heard by the Committee at a subsequent committee meeting.

5. SUBSCRIPTION
The annual subscription shall be such sum or sums (to the extent that there may be different rates of subscription) as may be fixed in Annual General Meeting.

6. ASSOCIATION COMMITTEE
The policy and general management of the affairs of the Association shall be directed by a Management Committee (herein called the "Committee") which shall meet not less than three times a year and when complete shall consist of not less than three nor more than fifteen members.
Any member of the Association is eligible for election to the Committee.
The Committee shall be elected at each Annual General Meeting.
The Committee shall include fiveofficers, who shall be elected at the first committee meeting following each A.G.M.:
a Chairman, b Vice-Chairman, c Secretary, , d Treasurer, e Membership Secretary And may include additional officers such as: f  Walks Secretary, g Path Secretary.

Three persons or one third of the Committee, whichever is greater, shall constitute a quorum.

The Committee shall have the right to co-opt a person or persons to serve where necessary, with or without the power to vote. Those given the power to vote must not exceed one third of the number of elected members and are not to count toward a quorum.

The Committee may appoint sub-committees as it deems necessary and shall prescribe their function provided that all acts and proceedings of any such sub-committee shall be reported to the committee as soon as reasonably possible, and provided further that no such sub-committee shall expend funds of the Association otherwise than in accordance with a budget agreed by the Committee. Any sub-committee shall include an officer of the Association.

The Committee shall meet as determined by the Committee. Except when meetings are too close in time to allow: minutes of the Committee shall be circulated at least seven days in advance of the following meeting, and minutes of a sub-committee meeting shall be circulated to the Committee prior to its next meeting.

[no clause 7]

8. ANNUAL GENERAL MEETING
The Annual General Meeting shall take place in March or April. At least three weeks’ notice of the date will be given to members. Normally all nominations for the Committee shall be in the hands of the secretary at least seven days before the meeting. Where there are more nominations than vacancies a ballot will be held at the A.G.M.; where there are fewer nominations than vacancies nominations will be accepted from the floor at the A.G.M. The new committee will take office at the end of the A.G.M.
Voting shall be by simple majority (subject to item 12, Change of Rules). Ten members or 1/20th of the membership eligible to vote (whichever is the greater) shall be a quorum.

9. EXTRAORDINARY GENERAL MEETINGS
These may be called by the Committee or by at least ten members of the Association. Due notice of at least fourteen days shall be given to all the members and advising them of the subject matter.
Ten members or 1/20th of the membership eligible to vote (whichever is the greater) shall constitute a quorum at the meeting.

10. FINANCIAL ARRANGEMENTS
Bank account (or accounts) shall be held in the name of the Association at such bank(s) or other institutions as the Committee shall decide. Cheques etc shall be signed by any two individual officers, but the Committee may authorise in writing a sole officer’s signature up to a limit of £500 per transaction
All funds and assets in the possession of the Association shall be held, paid, and applied as the Committee may direct within the Objects of the Association.
An examiner for the accounts shall be appointed annually at the A.G.M.
Copies of the accounts for the year shall be distributed at the A.G.M.. Members not present at the A.G.M. may ask for the accounts to be sent by post

11. FINANCIAL YEAR
The financial year shall be the calendar year

12. CHANGE OF RULES
Any alteration of this constitution shall receive the assent of not less than two-thirds of the full membership of the Association for the time being whether individual or representative voting in person or by post at an E.G.M. specially called for the purpose PROVIDED THAT notice of any such alteration shall have been received by the Secretary in writing not less than twenty one clear days before the meeting at which the alteration is to be proposed. At least fourteen clear days' notice in writing of such a meeting, setting forth the terms of the alteration, shall be sent by the Secretary to each member of the Association PROVIDED THAT no alteration shall be made to clause 3, this clause and clause 13, until the approval in writing of the Charity Commissioners or other authority having charitable jurisdiction shall have been obtained. No alteration shall be made if it were to have the effect of causing the Association to cease to be a charity at law.

13. DISSOLUTION OF THE ASSOCIATION
The Association may be dissolved by a two-thirds majority of those present and voting at a Special General Meeting convened for the purpose of which 21 days' notice shall have been given. Such resolution may give instructions for the disposal of any assets held by or in the name of the Association provided that if any property remains after the satisfaction of all debts and liabilities such property shall not be paid to or distributed among the members of the Association but shall be given or transferred to such other charitable institution or institutions having objects similar to some or all of the objects of the Association as the Association may determine and if and in so far as effect cannot be given to this provision then to some other charitable purpose.

constitutionend2005