The Committee proposed a number of amendments to the Society Constitution for discussion at the 2016 AGM - with some minor changes (shown below), these amendments were approved. The following table shows the proposed changes, with explanations for each change. Some of the changes were just general tidying. Some were needed to enable the Society to become a Neighbourhood Forum, responsible for the writing of a Neighbourhood Plan. Other changes formalised the relationship between the Society and Sutton Poyntz Ltd, which was created by the Society in order to hold land for the benefit of the village.

 

Para. Current text Proposed change Reason for change
1 Name: The name of the Society shall be the Sutton Poyntz Society.    
1 (a)   Definition: If a Sutton Poyntz Neighbourhood Area is formally approved, then the word village herein will be taken to be synonymous with the Neighbourhood Area. Neighbourhood Planning: For Neighbourhood Planning purposes, the word “village” needs to be more precisely defined than we have needed before.
2 Objects: The objects of the Society shall be: Objects: The objects of the Society shall be promoting the social, economic and environmental wellbeing of the village of Sutton Poyntz - in particular: Neighbourhood Planning: These words are required if the Society is to become a Neighbourhood Forum, writing the Neighbourhood Plan. We think the broadening of responsibility is in any case very sensible.
2 (a)

To maintain the natural beauty of the village of Sutton Poyntz and its surroundings;

The protection and conservation of the beauty and environment in and around the village of Sutton Poyntz in Dorset, for the benefit of people living in, working in and visiting the village; Sutton Poyntz Ltd: This change aligns the principal objective of the Society and of Sutton Poyntz Ltd, and has been drafted to give both bodies objectives that would be accepted as charitable, if we wished either body to become a Charity.
2 (b)

In furtherance of a), to consult with the planning Authorities of Weymouth and Portland Borough Council and Dorset County Council, in so far as such consultation may be practical and agreeable to those authorities;

   
2 (c)

To make a study of the village for the purpose of deciding which are the most important aspects which it is essential to maintain and which are of lesser importance;

   
2 (d)

As a result of c) to decide whether improvements are desirable and practicable in any way and to take steps to effect such improvements;

   
    To foster small businesses and industry in the village (compatible with a largely domestic environment), to encourage villagers to use their local businesses, to seek improving relations with farmers and landowners operating around the village, and to seek improved amenities for the village; Neighbourhood Planning: An additional objective to further the Society’s objective for the economic well-being of the village.
2 (e)

To maintain liaison with the Weymouth Civic Society and The Campaign to Protect Rural England in order to foster the general objects of those bodies and to secure their backing for the objects of the Sutton Poyntz Society;

To liaise as appropriate with other local organisations (such as the Weymouth Civic Society, the Dorset History Network, and the Weymouth & Portland Chamber of Commerce) in furthering the top-level objectives of the Society"; Neighbourhood Planning: Giving a balance between the Society’s social, economic and environmental objectives.
2 (f)

To provide social and informative meetings for the benefit of the village as a whole, and to keep old customs alive for the benefit of all;

To be one of the village organisations that create a sense of village community for Sutton Poyntz, producing Newsletters and the village website, running social events for and on behalf of the village, acting as an envelope organisation for village societies created by enthusiasts from time to time, and keeping old customs alive for the benefit of all; Neighbourhood Planning: Strengthened definition of the social side of what we do.
2 (g)

To engage in fund raising activities at such times when the committee in office may decide that these are desirable or necessary;

   
2 (h)   If legal ownership is required to be effected in pursuance  of d), to found a company (limited by guarantee) funded and managed by the Society.   This company shall be called Sutton Poyntz Limited and will have the same aims as the Society. Sutton Poyntz Ltd: Additional clause drafted to permit the Society to create a Limited Company (Sutton Poyntz Ltd) for the purpose of holding land on behalf of the village.
 
3 Membership: Membership of the Society shall be open to all persons resident in the village and to other persons who subscribe to the objects of the Society. The number of members not resident in the village shall be limited in such a manner that they do not constitute a majority of the total membership. A list of subscribing members shall be kept by the Committee each year.

Membership: Membership of the Society shall be open to all persons

(a) Resident in the village, or

(b) Working in the village or owning a business based in the village, or

(c) Representing the village as Local Councillors, or

(d) To other persons who subscribe to the objects of the Society.  The number of such other members not resident in the village shall be limited in such a manner that they do not constitute a majority of the total membership.

A list of subscribing members shall be kept by the Committee each year.

Neighbourhood Planning: The two new categories of people entitled to membership are required if the Society is to act as a Neighbourhood Forum, writing a Neighbourhood Plan. In practice, we already have members in both these categories.
4 Officers: The officers of the Society shall be Chairman, Secretary and Treasurer. Officers: The officers of the Society shall be Chairman, Secretary and Treasurer.  The officers will also be appointed as the Directors of the Limited Company.  Ceasing to be an officer of the Society will also be deemed to be resignation as a Director. Sutton Poyntz Ltd: This provides the mechanism whereby the Society controls Sutton Poyntz Ltd, in order to ensure that the Limited Company manages the village land to the benefit of the village.
5 Committee: The Committee shall consist of the officers and other members up to a maximum of twelve members (including the Officers) and a minimum of seven members (including the Officers). Seven members shall be necessary to provide a quorum at Committee meetings (five members for a committee size of ten members or less). In the event of a tied vote, the Chairman shall have a casting vote. The Committee shall be responsible for: Committee: The Committee shall consist of the officers and other members up to a maximum of twelve members (including the Officers).  50% of the Committee membership shall be necessary to provide a quorum at Committee meetings.  In the event of a tied vote, the Chairman shall have a casting vote.  All members of the committee shall become members of the Company. The Committee shall be responsible for:

General tidying: Simplifying definition of a quorum at Committee meetings.

N.B. The AGM rejected the proposal to delete the Committee's minimum size of 7 members.

Sutton Poyntz Ltd: Mechanism whereby Society controls Sutton Poyntz Ltd. The rules of Sutton Poyntz Ltd will mirror rules 4 and 5, specifying who are entitled to be members and Directors of the Limited Company.
5 (a)   Management of the Society’s affairs and maintenance of the Society’s accounts.  If the Society is legally approved as a Neighbourhood Forum, then the accounts pertaining to the Forum activities shall be maintained so that they can be separately audited if required.

General tidying: The current Constitution is not explicit in making the Committee responsible for the financial management of the Society.

N.B. The AGM substituted "examined" for "audited".

Neighbourhood Planning: If the Society becomes a Neighbourhood Forum, it may receive public funding for the writing of a Neighbourhood Plan - this funding will need to be accounted separately.
5 (a)

Carrying such duties as may be assigned to them by the membership at the AGM or and Special General Meeting;

  This and the following paragraphs are renumbered 5(b) to 5(f)
5 (b)

Appointing such of their members as they think fit to consult with the Planning Authorities (see Rule 2b);

   
5 (c)

To seek assistance from the general body of the membership in the formation of Working Parties when the formulation of such Working Parties is desirable in the furtherance of special objects. The Committee may appoint one of their members to be responsible for the organisation of such Working Parties if they consider such an appointment necessary or desirable;

   
5 (d)

To compile and circulate to all members, Newsletters at such intervals as they deem necessary to keep the members fully informed of their activities;

   
5 (e)

Organisation generally of events and activities consistent with the objects of the Society;

   
5 (g)   Management of Sutton Poyntz Limited and any assets held; Sutton Poyntz Ltd: Making the Society Committee responsible for the land held on behalf of the village by Sutton Poyntz Ltd.
    Should the Society be designated as a Neighbourhood Forum, to appoint a Working Party, chosen to be as widely representative as possible, to plan and carry out the drafting of a Neighbourhood Plan. This Working Party shall report back regularly to the Committee, and via the Committee to Society General Meetings. Neighbourhood Planning: Defining responsibilities for how the Plan will be written.
6 Subscription: The subscription to the Society shall be per household per annum at such sum as may be decided upon at the Annual General Meeting. Subscription: The subscription to the Society shall be per household / member  per annum at such sum as may be decided upon at the Annual General Meeting at which point the annual subscription will be due.

Neighbourhood Planning: Allowing the subscription to be charged per member, if wished.

General tidying: Specifying when the annual subscription is due.
7 Annual General Meeting    
7 (a)

The Annual General Meeting (AGM) shall be held in April each year. Three weeks notice of the holding of the AGM must be given to all members of the Society. The following items must be included in the Agenda:

(i) Chairman's report

(ii) Secretary's Report

(iii) Treasurer's Report

(iv) Election of Officers

(v) Election of Auditors

The Annual General Meeting (AGM) shall be held in April each year. Three weeks notice of the holding of the AGM must be given to all members of the Society. The following items must be included in the Agenda:

(i) Committee report

(ii) Treasurer's Report

(iii) Report of Sutton Poyntz Ltd

(iv) Election of Officers

(v) Election of Committee

(vi) Election of Auditor

General tidying: We have not found a separate Secretary's Report to be necessary.

Astonishingly, the Constitution has never included the election of the Committee.

We only require one Auditor. N.B. The AGM substituted "Independent Examiner" for "Auditor".

Sutton Poyntz Ltd: Adding a report back on the land held by Sutton Poyntz Ltd on behalf of the village.

7 (b)

An audited statement of the accounts of the Society must be available at the AGM.

  N.B. The AGM substituted "examined" for "audited".
7 (c)

Nominations for the Officers and Committee Members for the ensuing year should be given to the Secretary not later than one week before the AGM and must contain the name of the candidate proposed, the proposer, the seconder and agreement of the candidate. In addition, candidates may be proposed at the AGM provided they are in attendance at the meeting. Additional committee members may be co-opted by the elected committee during the year but must be confirmed at the next AGM.

Nominations for the Officers and Committee Members for the ensuing year may be given to the Secretary in writing at any time before the start of the AGM and must contain the name of the candidate proposed, the proposer, the seconder and agreement of the candidate. In addition, candidates may be proposed at the AGM provided they are in attendance at the meeting. Additional committee members may be co-opted by the elected committee during the year but must be confirmed at the next AGM. General tidying: If verbal nominations are allowed at the AGM itself, demanding one week's notice for written nominations seems unnecessary.
7 (d)

All officers and committee members shall be subject to re-election at each AGM.

   
7 (e)

The Chairman shall not serve a continuous period in office exceeding three years.

   
8 Special General Meeting: A Special General Meeting (SGM) shall be called by the Chairman upon receipt, by the Secretary, of a written request signed by not less than ten members. The request must state the business required to be discussed at the SGM and this must be shown with the notice calling the meeting. The notice must be posted on the Society notice board (place where the Society normally displays notices) at least ten days prior to the date of the SGM.    
9 Modification of rules: Any proposed alterations or additions to the Rules or Constitution shall be discussed and voted upon only at the AGM or an SGM. Notice of such alterations or additions shall be given in writing to the Secretary not less than two weeks before the date of the meeting. Any such proposed alteration or addition shall be considered approved if carried by two thirds majority of those present and voted. Rule 3 is excepted from this provision in that it may not be altered or added to except by a majority of the whole membership. Modification of rules: Any proposed alterations or additions to the Rules or Constitution shall be discussed and voted upon only at the AGM or an SGM. Notice of such alterations or additions shall be given in writing to the Secretary not less than two weeks before the date of the meeting. Any such proposed alteration or addition shall be considered approved if carried by two thirds majority of those present and voted. General tidying: We do not consider the special provision for changes to the rule on Membership to be clear or practical, and propose its deletion.
10   Declaration of interest    It shall be the duty of every member who is in any way directly or indirectly interested financially or professionally in any item discussed at any meeting of the Society (including any meeting of any Committee, Sub-Committee or Working Party) at which he or she may be present to declare such interest and he or she shall not discuss such item or vote thereon (except by Invitation of the Chairman).

General tidying: Needed in order to match the suggested template constitution for a Neighbourhood Forum, but arguably we should already have had a rule of this sort.

N.B. This new Rule generated significant discussion at the AGM, which was concerned at how workable it was. The Rue was adopted, but the Committee were instructed to investigate alternatives for the next AGM.

11   Winding Up      The Society may be dissolved by a two-thirds majority of members voting at an Annual General Meeting or Special General meeting of the Society confirmed by a simple majority of members voting at a further Special General Meeting held not less than 14 days after the previous meeting. If a motion for the dissolution of the Society is to be proposed at an Annual General Meeting or a Special Meeting this motion shall be referred to specifically when notice of the meeting is given. In the event of the dissolution of the Society, the available funds of the Society shall be transferred to such one or more charitable institutions having objects similar or reasonably similar to those herein before declared as shall be chosen by the Executive Committee and approved by the meeting of the Society at which the decision to dissolve the Society is confirmed. On dissolution the records of the Society shall be deposited with the Dorset History Centre. General tidying: Ditto.