1 Name

The name of the Organisation shall be: Theatre Bath Bus. (Adopted 15^th November 2016)

2 Charitable Aims

The aims of the Organisation shall be to:

to provide performance space and theatre resources in the heart of communities.
to expose vulnerable / disadvantaged people who are culturally, geographically or economically isolated from the arts
to expose vulnerable / disadvantaged people because they are isolated by their own lack of mobility.
to provide a low cost ‘pop-up’ venue for those wishing to perform or meet

3 Powers

In order to achieve its aims the Organisation may:

Raise / borrow money
Open bank accounts
Take out insurance
Employ staff
Acquire and manage buildings & equipment
Organise courses and events
Work with other organisations and exchange information
Do anything that is lawful which will help it to fulfil its aims

4 Management

The organisation shall be administered by a Management Committee of three Officers and not more than six others.
The Officers of the Management Committee shall be: the Chairperson, the Treasurer and the Secretary.
The Management Committee shall meet at least four times a year.
The Chairperson shall Chair all meetings of the Organisation.
The quorum for Management Committee meetings shall be four.
Voting at Management Committee meetings shall be by show of hands. If there is a tied vote then the Chairperson shall have a second vote.
The Management Committee may by a two-thirds majority vote and, for a ‘good and proper reason’, remove any Committee member, provided that person has the right to be heard before a final decision is made.
The Management Committee may appoint another member of the organisation as a Committee member to fill a vacancy provided the maximum number is not exceeded.

5 Informal or associate (non-voting) membership

The Management Committee may create associate or other classes of non-voting membership, sub-committees, and may determine the rights and obligations of any such members, sub-committees (including payment of membership fees), and the conditions for admission to, and termination of, membership of any such class of members.

6 Liability of non-voting members to contribute to the assets of the organisation if it is wound up

If the organisation is wound up, the non-voting members of have no liability to contribute to its assets and no personal responsibility for settling its debts and liabilities

7 Duties of the Officers

(a) The duties of the Chairperson are to:

chair meetings of the Committee and the Organisation
represent the Organisation at functions/meetings to which the Organisation has been invited
act as spokesperson for the Organisation when necessary

(b) The duties of the Secretary are to:

take and keep minutes of meetings
prepare the agenda for meetings of the Committee and the Organisation in consultation with the Chairperson
deal with correspondence
collect and circulate any relevant information within the Organisation

(c) The duties of the Treasurer are to:

supervise the financial affairs of the Organisation
keep proper accounts that show all monies collected and paid out by the Organisation

8 Finance

Any money obtained by the Organisation shall be used only for the Organisation.
Any bank accounts opened for the Organisation shall be in the name of the Organisation.
Any cheques issued shall be signed by the Treasurer and one other nominated official.

9 Annual General Meeting

The Organisation shall hold an Annual General Meeting (A.G.M.) in the month of November
All Management Committee members shall be given at least fourteen days’ notice of the A.G.M. and shall be entitled to attend and vote. The quorum for an AGM shall be three Management Committee members.
The business of the A.G.M. shall include:
receiving a report from the Chairperson on the Organisations’ activities over the year
receiving a report from the Treasurer on the finances of the Organisation
election of a new Management Committee and considering any other matter as may be decided.

10. Conflicts of interest and conflicts of loyalty

Every member of the organisation shall:

(1) declare the nature and extent of any interest, direct or indirect, which he or she has in a proposed transaction or arrangement with this organisation or in any transaction or arrangement entered into by the organisation which has not previously been declared.

(2) absent himself or herself from any discussions within the organisation in which it is possible that a conflict of interest will arise between his or her duty to act solely in the interests of the organisation and any personal interest (including but not limited to any financial interest). Any member absenting himself or herself from any discussions in accordance with this clause must not vote or be counted as part of the quorum in any decision of the organisation on the matter.

11 Disputes

If a dispute arises between members of the organisation about the validity or propriety of anything done by the members under this constitution, and the dispute cannot be resolved by agreement, the parties to the dispute must first try in good faith to settle the dispute by mediation before resorting to litigation.

12 Alterations to the Constitution

Any changes to this Constitution must be agreed by at least two-thirds of those Management Committee members present and voting at any General Meeting.

13 Dissolution

The Organisation may be wound up at any time if agreed by two-thirds of those Management Committee members present and voting at any General Meeting. In the event of winding up, any assets remaining after all debts have been paid shall be given to another Organisation with similar aims.

This constitution was adopted at a general meeting of the Organisation on 15^th November 2016

Signed by:

Chair: Luke John Emmett

Chair: Zoe Bailey

Secretary: Christopher Jones

Treasurer: Carol Jones

Other Management Committee members:

Cas Gillard

Graham Russell