The Italian Circle of Mid-Herts

NAME OF THE ORGANISATION

1. The organisation shall be called “the Italian Circle of Mid-Herts”.

OBJECTS OF THE CIRCLE

2. The objects of the Circle shall be the cultivation and promotion of all things Italian, and the encouragement of public appreciation of the Italian language and of Italy.

MEMBERSHIP

3 a. The Circle shall consist of Full Members, Student Members and Honorary Life Members.
b. The minimum age for Full Members shall be 18.
c. Student Members will be Full Members who are in full time education.
d. Honorary Life Members may be appointed by the Committee in recognition of special services to the Circle and shall have full privileges of membership.

OFFICERS AND COMMITTEE

4. The Hon. President and Vice-Presidents (if any) shall be appointed at an Annual or Extraordinary General Meeting and shall hold office for life.

5. a. The Circle shall be managed by a Committee of eight, consisting of FOUR OFFICERS - Chairperson, Vice-Chairperson, Secretary, Treasurer and 4 members of the Circle, one of whom will be a Student Member.
b. Election to the Committee shall take place at the Annual General Meeting (or Extraordinary General Meeting). The Chairperson and Vice-Chairperson will be elected for two-year terms, the election of each being held in alternate years. The other Officers and Members will be elected for two-year terms. Half of these will retire annually.
c. All Committee members except the Student Members’ representative may offer themselves for re-election.
d. The Committee shall have the power temporarily to fill positions, pending elections at the next Annual General Meeting.

6. Committee decisions shall if necessary be by majority vote, the Chairperson having the casting vote. A quorum shall consist of four.

7. The Committee may appoint Sub-Committees or individuals to assist with the running of the Circle, and the Chairperson (or Chairperson’s nominee) may attend all Sub-Committee meetings as an ex-officio member. In all cases the Committee will retain executive authority.

FINANCE

8. The Circle’s funds shall be applied solely to its stated objects.

9. The annual subscriptions, payable on 1 August, shall be as determined by the Committee from time to time. All subscriptions must be paid promptly. Members whose subscriptions are in arrears may be suspended from membership.

10. Members shall not receive payment, either direct or indirect, for anything except legitimate expenses unless it is in the Circle’s interest, in which case a formal business agreement must be established.

11. a. An audited balance sheet and income and expenditure account for the year ending 31 July shall be presented to the Annual General Meeting.
b. An Honorary Auditor shall be appointed at the Annual General Meeting.

12. a. Should the Circle become insolvent, all Full Members shall be equally liable for any debts sustained by the Circle.
b. In the event of dissolution, any remaining funds shall be disposed of at the discretion of an Annual or Extraordinary General Meeting.

13. In advance of each annual season, a budget shall be presented to the Committee and a full income and expenditure statement shall be prepared as soon as possible after each monthly meeting.

INDEMNITY

14. The Members of the Committee shall not be liable (other than as Members) for any loss suffered by the Circle 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 Circle for all expenses and other liabilities incurred by them in the discharge of their respective duties.

ANNUAL GENERAL MEETING

15. a. The Annual General Meeting shall be held not later than 16 December.
b. Notice of the Annual General Meeting shall be given to Members at least twenty-eight days in advance.
c. Nominations for Officers and Committee Members must be given in writing to the Secretary at least seven days in advance of the meeting.
d. Details of Resolutions to be proposed at the Annual General Meeting must be given in writing to the Secretary twenty-one days before the Meeting.

16. The quorum at the Annual General Meeting shall be one-third of Full Members.

17. a. Decisions at the Annual General Meeting shall be by a simple majority vote of Full Members present at the Meeting. The Chairperson shall have the casting vote except in the case of elections for Officers and Committee Members.
b. In the event of a tie in an election, a further vote will be taken, with only those receiving equal numbers of votes in the first ballot standing as candidates.

EXTRAORDINARY GENERAL MEETING

18. a. An Extraordinary General Meeting shall be called by the Chairperson either on the instructions of the Committee or upon receipt of a Resolution signed by not less than 50% of the Full Members of the Circle.
b. Fourteen days’ notice of such a Meeting shall be given to all Members, such notice to include full details of all business to be conducted at the Meeting.
c. Procedures at an Extraordinary General Meeting shall be the same as at an Annual General Meeting.

GENERAL

19. The Committee may call Liaison Meetings to discuss any aspects of the Circle’s work. Such Meetings are advisory and do not have executive powers.

20. An Events Sub-Committee (normally consisting of 3 Members) shall be appointed by the Committee for each annual season of meetings.

AMENDMENTS TO THE CONSTITUTION

21.

a. The Constitution shall be amended if necessary at the Annual General Meeting, or at an Extraordinary General Meeting if convened for that purpose, upon the favourable vote of at least two-thirds of the Full Members present.

b. Proposals to amend the Constitution must be submitted in writing to the Chairperson at least twenty-eight days before the date of any Annual General Meeting or Extraordinary General Meeting and circulated to Members at last fourteen days in advance of the Meeting.

Effective Date : March 17, 2008

As Amended : September 16, 2002.

Amendment 1) - date of AGM (Clause 15a) by Resolution at EGM.