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					                          Penkhull Jazz and Blues Festival Committee

                                                      Constitution
                                        Adopted on the 21 day of May 2009.
                                           Amended September 2011.


    1. Name

         The name of the group is: Penkhull Jazz and Blues Festival.

    2. Area of Benefit

         Primary area of benefit is Stoke-on-Trent, Staffordshire.

    3. Objectives / Aims
          To organise an annual Jazz and Blues festival in the village of Penkull for the
             people of Stoke on Trent.
          To work with external partners and local businesses to encourage community
             spirit, and to foster a sense of belonging and commitment to the community.
          To raise the profile of Penkhull and Stoke on Trent through a professionally
             delivered and well attended live music festival.

    4. Powers
    The group shall have the following powers:
           To raise funds and to invite and receive grants, donations and other
             contributions.
           To buy or lease and to maintain any equipment or materials necessary for the
             achievement of the objectives.
           To organise the event, and to produce leaflets and other publicity material.
           To consult the public on matters that further the objectives by the most
             appropriate means possible e.g., by arranging meetings, carrying out surveys,
             etc.
           To co-operate with partners and to exchange information, support and advice
             with them.
           To pay reasonable out of pocket expenses to committee members and
             volunteers for costs incurred carrying out the business of the group.
           To insure and arrange any insurance cover necessary against all such risks
             incurred by the group and volunteers in the course of their duties.
           To do all such other lawful things as is necessary for the achievement of the
             group’s aims.




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    5. Membership
          Membership shall be open to any person regardless of tenure, nationality,
           political party, ethnic origin, disability, gender, sexuality or religion.
          All members have the right to vote at public meetings.
          The committee may for good and sufficient reason terminate the membership
           of any individual. The individual concerned shall have the right to be heard by
           the committee, accompanied by a friend before a final decision has been
           made.

    6.    The Committee
             A committee shall be elected for one year at the Annual General Meeting
               (AGM) to carry out the business of the association.
             The committee shall be made up of a Chair, Secretary, Treasurer and no
               more than nine general members.
             No more than two members of one household shall be eligible to stand for
               election to the committee.
             If vacancies occur between AGMs, the committee can introduce or appoint
               new members as required.
             All members of the committee shall stand down at the AGM but may be re-
               elected or re-appointed.
             If any member of the committee is absent for more than three consecutive
               committee meetings without good reason, they may be asked to resign.

    7. Committee Meetings
          The committee shall hold at least 4 ordinary meetings each year.
          There shall be a quorum when at least one third of the members of the
           committee or three (one of which must be the Chair, or Treasurer or
           Secretary) members of the committee, whichever is greater, are present at a
           meeting.
          Voting at all committee meetings shall be by a simple majority. In the event of
           a tied vote the Chair shall have the casting vote.
          The Secretary shall keep minutes as a record of the committee meetings.
          The committee may appoint one or more sub-committees providing that all
           acts and proceedings be fully and promptly reported to the committee.

    8. Annual General Meeting
          The annual general meeting shall be held in the month of September.
          Members shall be given at least 21 days notice.
          The committee shall report on its work, present a statement of accounts and
            resign.
          The AGM shall elect a new committee and vote on any recommendations.




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    9. General and Extraordinary General Meetings (EGM)
          The committee may at any time call a general or an extraordinary general
            meeting of the group stating the business to be discussed.
          A special meeting may also be called if a written request is received from at
            least three members. At least 21 days notice shall be given for special
            general meetings.

    10. Finance
           All monies raised by or on behalf of the group shall be applied to further the
             objectives of the group and for no other purpose.
           A bank account shall be maintained in the name of the group. The group
             shall appoint four authorised signatories. Each cheque shall be signed by two
             authorised signatories, with only one signatory per address or family.
           The funds of the group (including all donations, contributions and bequests)
             shall be paid directly into the bank account.
           No money shall be paid as profit to any member of the group.
           The treasurer shall keep proper records of income and expenditure.
           The accounts shall be checked by an independent person before being
             submitted to the AGM.

    11. Amendments
          The constitution may only be amended at the AGM or an EGM. Notice of
            proposed alterations will be given to members by the Secretary 21 days prior
            to the AGM or EGM. No amendments shall be made which would result in
            the group ceasing to be a charitable body, or becoming a profit making
            enterprise.

    12. Dissolution
           If the committee decides by a simple majority that it is necessary to wind up
             the group it shall call a special EGM for all its members.
           Members shall be given at least 21 days written notice of the resolution to be
             discussed at the meeting.
           Any proposal to dissolve the group shall take effect if agreed by two thirds of
             the members present at the EGM.
           After discharge of all debts and liabilities any surplus funds and/or
             possessions shall be put into a charity or charities with similar purposes or to
             the benefit of any organisation that shares common aims with the group as
             the committee may decide.




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