Name | |
1. | The name of the Society shall be The Cambridge Philharmonic Society |
Objects | |
2. | The aim of the Society shall be the advancement of music; and to this end it shall give performances of choral and instrumental music in Cambridge and its environs. |
Funds | |
3. | The Committee may obtain and receive money and funds by way of subscriptions contributions donations legacies endowments loans grants or any other lawful method and accept and receive any gifts or property of any description whether subject to any special trust or not Provided that neither the Committee nor any other persons in the name of the Society shall carry out any permanent trading activities in raising funds for the Society’s objects |
Members | |
4.1 | Every person who supports the objects of the Society may apply in such form as the Committee decides to the Secretary for membership and shall become a Member upon satisfying the requirements of the Committee and payment of the appropriate subscription for the current year |
4.2 | Others who have served or who support the objects of the Society may be elected to Honorary Membership by a simple majority of the votes of the Members present and actually voting at the Annual General Meeting of the Society and shall not as Honorary Members be under obligation to pay any subscription to the Society or to participate as performers in its musical activities |
4.3 | The Secretary shall keep or cause to be kept a register of Members and shall enter in it the names and addresses of all persons who become Members |
4.4 | A Member shall cease to be a Member: · if he gives to the Secretary written notice of registration of his membership · if he fails to pay any subscription or any instalment of subscription within one month after the due date of payment; or · if he shall at any time be consistently unable to fulfil the musical performing requirements of the Conductor to the standard he considers it appropriate to set (whether or not upon audition or re-audition) and the Committee (after considering such representations as the member is question may wish to make) accepts the Conductor’s report to that effect · if he shall without the consent of the Conductor fail to attend more than four consecutive rehearsals or shall without such consent voluntarily decline to participate in any public performance undertaken by the Society and the Committee (after considering such representations as the Member in question may wish to make) considers it appropriate for this reason to terminate membership · if the Committee considers that he has been guilty of behaviour inconsistent with membership of the Society and resolves by a majority of three-quarters to remove him from membership |
Subscriptions | |
5.1 | The annual subscription to the Society shall be fixed by ordinary resolution of the Members at each Annual General Meeting and shall (unless otherwise provided in the relevant resolution) be payable in full and in advance within one calendar month of having been so fixed |
5.2 | The Annual General Meeting of the Society shall have power by ordinary resolution to fix concessionary subscriptions for specified categories of Members and to authorise payment of such subscriptions by specified instalments or on other specified concessionary terms |
5.3 | The Committee shall have power to waive or reduce the subscription due from any individual Member if on grounds of hardship it considers it proper to do so |
Officers | |
6.1 | The honorary Officers of the Society shall be a Chairman, a Treasurer and a Secretary and must be Members or Honorary Members of the Society |
6.2 | Any Officer may retire by giving three months’ prior notice to the Secretary and all shall retire at the end of each Annual General Meeting but shall be eligible for re-election at that meeting |
Committee | |
7.1 | The Committee shall consist of the honorary Officers and not less than one other Member. Provided that all members of the Committee shall be aged 18 years or over |
7.2 | The Committee shall have power to co-opt persons who need not be Members of the Society for such period and for such purposes as it may from time to time think necessary |
7.3 | Any Member of the Committee may retire by giving three months’ prior notice to the Secretary and all shall retire at the end of each Annual General Meeting but shall be eligible for re-election at that meeting |
7.4 | Any casual vacancy on the Committee or in any Office including that of Auditor arising between Annual General Meetings may be filled by the Committee |
7.5 | Any person who fails to attend three consecutive meetings of the Committee without giving a reason acceptable to it shall cease automatically to be a member of the Committee |
7.6 | The Conductor shall be entitled to attend and speak at Committee meetings but not to vote |
7.7 | The Committee shall manage all the affairs of the Society including (but not limited to) · the supervision and approval of all expenditure of the Society’s funds and of all financial and other liabilities incurred by the Society · the promotion of patronage and sponsorship of the Society and its musical activities · the appointment of and the terms of the appointment of the Conductor · the appointment upon the recommendation of the Conductor and the terms of the appointment of the leader of the orchestra · the programme content and venue of performances to be given by the Society · the setting and maintenance (whether by initial or periodic auditions or otherwise) of the performing musical standards required of Members · all arrangements for rehearsals · the engagement and terms of engagement of solo performers · the pre-conditions to be satisfied by Members before participating in any performance by the Society · the terms (including ticket prices) on which members of the public shall be admitted to performances and the concessionary terms (if any) on which tickets shall be made available to Members and others · the maintenance of the records of the Society’s activities and shall have power to do everything necessary for that purpose |
7.8 | The quorum of the Committee shall be three |
7.9 | Committee meetings shall be held at any time upon the requisition of any three members of the Committee and in any event regularly and as necessary for the despatch of business and not more than three months shall elapse between the date of one Committee meeting and that of the next |
7.10 | Not less than seven days’ written or oral notice shall be given by the Secretary to members of the Committee of every meeting but in an emergency at the discretion of the Chairman and Secretary additional meetings may be called on not less than 24 hours’ notice |
7.11 | Decisions at meetings of the Committee shall be taken by a simple majority of those (including co-opted members) present and voting and in the event of equality of voting the Chairman (or the acting chairman of the meeting) shall have a casting vote |
Conductor | |
8.1 | The Committee shall appoint a Conductor of the Society and in so doing shall seek to balance the need for continuity and proper opportunity for the development of the performing talent and style of both the Conductor and the Members with the desirability of variety and occasional periodic change in the musical direction of the activities of the Society |
8.2 | The Committee shall have due regard for but shall not be bound to accept the advice and guidance which the Conductor may offer on matters relating to the musical performance and activities of the Society |
Annual General Meetings | |
9.1 | An Annual General Meeting shall be held in every calendar year on a date to be fixed by the Committee but not more than fifteen months shall elapse between the date of one Annual General Meeting and that of the next |
9.2 | The ordinary business of each Annual General Meeting shall be: · to receive the Secretary’s and the Conductor’s report of the activities of the Society during the preceding year; · to receive and consider the accounts of the Society for the preceding year and the Auditor’s report on the accounts and the Treasurer’s report on the financial position of the Society; · to elect Honorary Members of the Society · to elect Officers and other members of the Committee · to remove and elect the Auditor or to confirm that he remain in the office; and · to fix the subscriptions for the current year |
Extraordinary General Meetings | |
10.1 | An Extraordinary General Meeting may be convened at any time upon either a resolution of the Committee or a requisition setting out the resolution to be proposed at it signed by not less than one-tenth of the Members and served on the Secretary by personal delivery or recorded delivery post. If the Secretary does not give notice of the meeting (to be held within two months after the notice) pursuant to a members requisition within fourteen days after service of the requisition the requisitionists or any one or more of them on behalf of the others may give notice of the meeting |
10.2 | The business which may be conducted at an Extraordinary General Meeting may be any one or more of: · removing all or any of the Officers other members of Committee and Auditors of the Society and filling the vacancies caused by such removal · altering those Rules Provided that no alteration may be made to Rule 2 or Rule 14 or this Rule without the prior written approval of the Charity Commission and provided further that no alteration may be made which would cause the Society to cease to be a charity in law; or · dissolving the Society
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Proceedings at General Meetings | |
11.1 | Not less than twenty-one days’ prior notice in writing setting out the resolutions (other than resolutions relating to ordinary business to be conducted at the Annual General Meeting) to be proposed at the meeting shall be sent to every member |
11.2 | Honorary Members shall be entitled to receive notice of and to speak and to vote at General Meetings |
11.3 | Resolutions to elect a member of the Committee to represent the chorus may not be voted upon by any other than members of the chorus and resolutions to elect a member of the Committee to represent the orchestra may not be voted upon by any other than members of the orchestra |
11.4 | Subject to Rule 11.3 resolutions at Annual General Meetings shall be passed by a simple majority of the votes of those present and actually voting at the meeting |
11.5 | Resolutions at Extraordinary General Meetings shall be passed by a majority of three-quarters of the votes of those present and actually voting at the meeting |
11.6 | Each Member shall have one vote on every resolution |
11.7 | In the event of equality in voting at an Annual General Meeting the Chairman or acting Chairman of the meeting shall have a second or casting vote |
11.8 | Nominations of persons for election to any Office must be made in writing to the Secretary not less than five days before the meeting at which elections for that Office are intended to be proposed |
Accounts, Income and Property | |
12.1 | The financial year of the Society shall end on 31 July in every year to which day the accounts shall be balanced and drawn |
12.2 | As soon as is practicable after the end of the financial year there shall be prepared a statement of the assets and liabilities of the Society at the end of the financial year and a statement of income and expenditure during that year which statements shall be audited by the Auditor not less than 28 days before the Annual General Meeting |
12.3 | Copies of the audited statement of accounts shall be sent to every Member at least seven days before the Annual General Meeting |
12.4 | The Auditor shall be a practising or retired professional accountant and shall not be a Member of the Society. He shall be appointed by each Annual General Meeting and shall hold office until the end of the next following Annual General Meeting |
12.5 | All monies received by the Society shall be paid into an account in the name of the Society at bankers appointed by the Committee and cheques and other instruments drawn on and directions to the bankers for sums not exceeding £2,000 shall be signed by any one Officer and for sums in excess of that amount by any two Officers |
12.6 | No action involving expenditure in the name or on behalf of the Society shall be taken and no undertakings which would commit the Society to expenditure or other liability shall be given without the prior approval of the Committee |
Indemnities | |
13. | The members of the Committee shall not be liable (otherwise than as Members) for any loss suffered by the Society as a result of the discharge of their respective duties on its behalf except such loss as arises from their respective wilful default and they shall be entitled to an indemnity out of the assets of the Society for all expenses and other liabilities incurred by them on behalf of the Society and in furtherance of the Society’s objects |
Dissolution | |
14.1 | The Society may be dissolved: · by a resolution passed under rule 10.2 · by a resolution of the Committee if the number of Members is less than ten for a continuous period of not less than six months |
14.2 | The dissolution shall take effect from the day when the resolution is passed and the Committee shall be responsible for the winding up of the assets and liabilities of the Society |
14.3 | If any property remains after the discharge of all debts and liabilities of the Society it shall be distributed to such other charitable society or societies having objects similar to the objects of the Society as the Members direct in the resolution to dissolve the Society or in default of a Members resolution as the Committee resolves and if and insofar as effect cannot be given to this provision the Committee may distribute any such remaining property to such charitable society or societies or for such other charitable purpose or purposes as the Committee shall decide with the prior written approval of the Charity Commission |
Interpretation | |
15. | In these Rules where the context so requires or admits · words or phrases expressed in the masculine gender include the feminine gender · words or phrases expressed in the singular include the plural · references to Members including Honorary members |