The WGRA Constitution

The Association will be called 'Woolley Grange Residents Association', herein after referred to as the Association.

The Association may also be known by the acronym WGRA.

WGRA covers the area recognised as the Woolley Grange development, and represents only residents living on the development.

2.1: WGRA aims to:

• carry out activities that benefit all residents within the WGRA area
• support, promote and enhance the health and wellbeing of residents
• preserve and improve the local area
• support and promote activities, events and projects that will develop and improve community cohesion.

2.2: In furtherance of the above aims, WGRA shall have the following mandates:

• to represent all residents within the WGRA area
• associate together residents, the local authority, parish council, businesses, interest and voluntary groups and other organisations in a common effort
• to carry out and promote activities to the benefit of all Woolley Grange residents, without distinction of residency status
• identify opportunities to forge, develop and improve relationships with neighbouring communities through joint projects and events
• to work together with 'RMG Living' (Residential Management Group) or any future Management Company, to ensure the effective management of the public open spaces, along with the ongoing development and continuity of their areas of responsibilities.

2.3: WGRA shall also have a duty to:

• regularly consult, engage and inform all members
• promote membership to all members of the community
• prohibit any conduct which discriminates or harasses on grounds of age, race, religion, disability, political belief, sex or sexual orientation
• not take or promote any party-political stance or viewpoint, nor promote other organisations' viewpoints or agenda, unless discussed and agreed by the WGRA Committee.

2.4: In addition to the specified aims above, the WGRA will provide a role in representing the residents in all engagement with the various management companies operating within Woolley Grange, providing a co-ordinated voice in protecting residents' interests and supporting residents in holding the management company to account.

3.1: The WGRA Committee will produce an 'Annual Plan' which identifies the objectives for the coming 12 months (see Section 3). The plan will include both specific projects linked to the delivery of the WGRA Aims and the schedule of events planned for residents (see Section 4).

3.2: The objectives will be:

• formulated by working together with residents
• guided and supported as a result of consultation with residents
• approved at the WGRA Annual General Meeting or in the event of time constraints at an extraordinary meeting following resident's consultation process. This will prevent unnecessary delay in delivering the aims and objectives.

3.3: WGRA financial reserves will only be utilised for the furtherance of the approved objectives in the current Annual Plan.

4.1: All fundraising, sponsorship and external grant/ funding applications will be for the purpose of supporting the approved WGRA objectives.

4.2: All proposed external funding and grant applications will, where appropriate be subject to resident engagement. If the proposed funding/ grant is from a source that can only be accessed with limitations (for example once per year) then there the committee will attempt to gain a majority support through consultation with residents.

5.1: Ordinary Membership shall be free of subscription, where all residents are automatically members of the WGRA. The term 'Residents' is deemed to include owners of residential property in Woolley Grange who are not themselves resident in Woolley Grange.

5.2: A copy of the constitution will be given (free of charge) to all new members of the WGRA, on request. But will also be available on the WGRA website.

5.3: An Ordinary Member holds one (1) vote which may be given in person or by proxy appointed in writing.

5.4: Voting membership of the WGRA is open to all residents aged 18 and above, irrespective of tenure.

5.5: Voting membership will end when a member stops living in the WGRA area; sells his/her property in the WGRA area; dies; or submits notice of resignation from WGRA membership to the Secretary.

5.6: An Elected Member is a member of the Woolley Grange Residents Association Committee.

5.7: Anyone with a prejudicial interest which may be deemed as personal or prejudicial to the association is not eligible for ordinary or elected membership.

6.1: The WGRA Committee shall have a minimum of four members, which must include the following Officers: Chairperson (hereinafter "Chair"); Vice-Chairperson (hereinafter "Vice-Chair"); Secretary; and Treasurer, together with as many Committee Members as the Association deems necessary.

6.2: The Committee and Elected Members will be elected at the Annual General Meeting and serve for one year. They shall be eligible for re-election at subsequent AGMs.

6.3: Should there be no nominated WGRA Chair or Vice-Chair, the Secretary (or other delegated committee member) may become 'Acting Chair' for the WGRA until the next election of Officers at the AGM.

6.4: No Committee member shall fulfil more than one position, except on a temporary basis when the regular post-holder is absent.

6.5: Should the post of any Officer or other Committee Member become vacant after such an election, the Management Committee have the power to co-opt up to two (2) members.

6.6: All members of the Committee must be at least 18 years old.

6.7: The Committee will be elected from and comprise of Ordinary Members of the Association only.

6.8: The Committee may, when necessary or when deemed to be of benefit to the WGRA, co-opt as specialist advisors up to three people not living in the WGRA catchment area, but whose skills and/or experience would be advantageous to the Committee in carrying out its functions. Such advisers will not have voting powers.

6.9: The Committee may appoint sub-committees to carry out activities the activities of WGRA. Sub-committees shall be directly accountable to the Committee. The Committee will agree in advance the terms of reference for any sub-committees, which may then act and apply any finance raised within these terms. At least on committee member shall sit on any sub-committee of the Association.

6.10: All sub-committees shall keep proper accounts and records of all meetings to be made available as required to the Committee or General meeting. The Committee or general meeting can dissolve any sub-committees. Any accounts, records or assets of the sub-committee will pass to the Committee.

6.11: The Committee will meet as often as required, not less than 6 times per year, shall, as far as possible, be representative of the community which it serves to make and execute such decisions as are necessary in implementing the aims and objectives of the Association.

6.12: Committee members cannot receive any payment from the Association other than for bona fide expenses agreed by the Committee and approved in advance. Expense claims must be submitted to the Treasurer at least seven (7) days in advance of the next Committee meeting.

6.13: Committee members must never use their position to seek preferential treatment for themselves, their family, associates or relatives. Nor should they use their position to be treated more or less favourably, when requesting services from the Council or other Organisation.

6.14: In the following circumstances a member of the Management Committee may be asked to resign or be removed from post:

• if they miss more than three (3) consecutive meetings without giving reasonable apologies
• bringing the good name of the Association into disrepute.

7.1: Statements to the media or other organisations on behalf of the WGRA should be made by the Chair (or designated to the Communications rep or the Secretary). Any decision to contact or respond to the media in the name of the WGRA must have the prior approval of the Committee.

7.2: Letters sent on behalf of WGRA must be signed by the Chair or Secretary, agreed by the Committee, and recorded in a log by the Secretary, except for those relating to day-to-day financial business.

7.3: The following medium will be used to communicate, consult and engage with residents, and be utilised by residents to communicate with other residents in the interests of the 'community'.

The WGRA Website will be used:

• as a publicly accessible medium to communicate widely
• for public information on the aims and activities of WGRA
• as a static place to hold useful time insensitive information
• as a repository for public documents WGRA needs to share

The WGRA Facebook Page will be used:

• as a publicly accessible medium to communicate widely
• as a dynamic place to share time sensitive information
• as a social media platform to engage with public and receive messages

Woolley Grange Residents (Buying and selling) Facebook group:

• will be used as an exclusive residents only social media group to buy, sell or give away items / services
• the group will be open to business owned by residents
• make recommendations for local businesses

Quarterly WGRA Newsletter will be used for:

• communication that will reach every household
• ensuring people not on social media are informed of WGRA activities

8.1: In furtherance of the Aims and Objectives as set out in article 2 and 3, the Committee have the power to set up sub-groups and working parties as deemed necessary.

8.2: The Association will have powers to work in liaison with representatives of voluntary organisations, government departments, local and statutory authorities and individuals.

8.3: The Association can collect and disseminate information on all matters affecting its aims and objectives and where appropriate, arrange for the publication of such information and the holding of exhibitions and meetings on those matters.

8.4: The Association can raise money and accept grants, gifts and subscriptions on such terms as may be deemed appropriate but always and only for the furtherance of the Aims and Objectives as set out in article 2 and 3.

9.1 General Meetings

9.1.1: The Committee will call at least two (2) General Meetings each year one of which can be the Annual General Meeting. (AGM)

9.1.2: The purpose of these meetings is for the Association to account for its actions in pursuit of it its aims and objectives as set out in articles 2 and 3.

9.2 Annual General Meeting

9.2.1: The Associations AGM will be held not more than fifteen (15) months after the previous Annual General Meeting.

9.2.2: The purpose of the Annual General Meeting is to:

• approve the minutes of the previous year's AGM
• receive reports from the Chairman and the Secretary
• receive reports from the Treasurer and approve the annual accounts
• elect the Committee
• consider changes to the Constitution
• deal with relevant business
• approve the annual plan in support of the Aims and Objectives.

9.2.3: Any member over the age of eighteen (18) shall be entitled to stand to stand for election to the Committee.

9.2.4: Nominations for the Committee must be received by the Secretary in writing at least 7 days prior to the AGM, unless the Committee decides to accept nominations at the AGM.

9.2.5: Nominees should be present at the AGM unless they are unable to attend due to illness, holiday, etc at the discretion of the Committee. The Secretary must be informed prior to the meeting.

9.2.6: All members must receive not less than seven (7) days' notice in writing of the AGM.

9.3 Extraordinary General Meeting

9.3.1: An Extraordinary General Meeting can be called by an application in writing to the Secretary supported by at least two-thirds (2/3) of the Association's Ordinary Membership. The Management Committee will also have the power to call an Extraordinary General Meeting by decision of a simple majority of its members.

9.4 Committee Meetings

9.4.1: The quorum at all Committee Meetings will be four (4).The quorum of Committee Members shall be one-third of its membership or four members, whichever is the greater.

9.4.2: Committee meetings may be called by the Chair and/or Secretary, or at the request of one third of the Committee members. At least twenty-one days' notice must be given to Committee members, except when the urgency of matters arising dictate otherwise.

9.4.4: Non-committee members may raise issues for discussion by submitting their request to the Secretary seven days before the date of the meeting. Responses to the request may be given at the meeting; postponed to a later agreed date or may be given a personal response that does not require discussion at the committee meeting.

Committee meetings will be held at times which are convenient to the majority of committee members. Every committee member must try to attend Committee meetings regularly; if a Committee member fails to attend three consecutive meetings without giving good reason, he/she/they may be asked to consider resigning their post. The Secretary will maintain a record of attendance.

10.1 Voting

10.1.1: Each Ordinary Member has one (1) vote, which may be given in person or by proxy appointed in writing.

10.1.2: With the exception of changes to the Constitution, decisions put to the vote will be resolved by a simple majority of the Ordinary Members at General Meetings.

10.1.3: The Chairman, in addition to their own vote, has a casting vote in cases of equality.

10.2 Minutes

All meetings will be minuted and published on the WGRA website and made available to any interested party on request.

10.3 Procedures

Members may speak only through the Chair.

Meetings will end at a time agreed by the Committee unless all those present agree to extend the meeting.

Any offensive behaviour, including racist, ageist, sexist or inflammatory remarks will not be permitted. The member will be asked to leave the meeting immediately.

Any member who brings the WGRA into disrepute or refuses to comply with the Constitution or the Code of Conduct (Section 2) may be expelled on a majority vote of the full Committee. Any such member will have the right to appeal within 28 days of the expulsion; the appeal shall be heard by the membership at a Special General Meeting called for that purpose - for which meeting at least 14 days' notice will be given.

Agendas for all meetings will be distributed to the Committee, working groups, etc. and displayed on the WGRA Website, at least four days before the meeting.

Items for the agenda should be forwarded to the Secretary and Chairperson five days before the meeting.

Minutes of meetings will be available seven days after the meeting. They will be distributed to the Committee and working groups and will be available on the WGRA Website.

Whenever possible, and in order to reduce costs, the activities of WGRA will be published and issued on the WGRA website and FB page.

11.1: Accounts shall be kept by the Treasurer, and brought to every meeting, where they may be inspected. Failure to bring the books to a meeting on three consecutive occasions will mean the Treasurer will be asked to resign by default.

11.2: Account(s) must be opened in the name of the WGRA. Cheques, transfers and other banking instruments or instructions are to be signed by one signatory who must be either the Chair or Secretary of the Committee, designated as signatories, and registered with the relevant bank. Signatories must not be related or be members of the same household.

11.3: Accounts are to be open for inspection by members on request at any reasonable time.

11.4: The WGRA may raise funds either through activities and collection, grant applications or other means and may receive donations. The proceeds of any fundraising activities shall be used in accordance with, and to the furtherance of, the aims and objectives of the WGRA.

11.5: Records of all transactions (including petty cash activity) are to be kept.

11.6: All expenditure shall be agreed and controlled by the Committee or relevant and designated working groups, except for minor items of petty cash expenditure, which are at the Treasurer's discretion, but which are still accountable. Receipts should be obtained for all amounts over £5.

11.7: All payments, other than minor payments from petty cash, shall be made by cheque or by Internet transfer ("online banking") – see sub-para (i). Any exception to this rule shall be discussed and agreed in advance, by the Committee and any relevant working group.

11.8: The Treasurer and Chair is to hold a debit card on the WGRA current account, primarily to facilitate the use of online banking.

11.9: Online banking may be used by the Treasurer for the main WGRA account, provided that:

• a payment limit is set by the Committee (currently £400 per transaction)
• a payment security device is held by the Treasurer
• a maximum of £50 per month can be paid as petty-cash at the treasurer's discretion.

11.10: No officer shall sign a blank cheque. All cheques must have detailed payee information before signatures are added.

11.11: Finalised accounts are to be presented (by the Treasurer) to the AGM. A simple record of income and expenditure is to be produced and be made available to any member on request.

11.12: All financial correspondence relating to the WGRA shall be dealt with by the Treasurer.

12.1: The Officers acting for and on behalf of WGRA - Chair, Vice-Chair, Secretary and Treasurer - may enter into leases and access agreements that are transferable to ongoing elected office bearers to further the objectives of the group as set out in article 2. However, any arrangements in this respect must first be agreed through a formal meeting of the Committee.

13.1: Any proposed change to this Constitution can only be agreed at a General Meeting.

13.2: Notice will be given to all voting members of any General Meeting as specified in article 9.2 and then any proposal to change the constitution will be submitted in writing to the Secretary at least seven days prior to the meeting.

13.3: All proposals for changes to the Constitution must be signed by two (2) members eligible to vote at a General Meeting.

13.4: Alterations to the Constitution require a simple majority of those present and voting

14.1: The Management Committee has the power to publish and enforce such byelaws as the Ordinary Membership feels necessary, to govern the activities of the Association.

15.1: The Association may be dissolved if two-thirds (2/3) or more of the Ordinary Members so desire, by their giving three (3) months' notice in writing to the Chairman of the Association.

15.2: Any assets held by the Association, after the satisfaction of all debts and liabilities will be transferred to such other organisation having aims similar to those of the Association as the Committee may determine. This will be after all monies still outstanding from grants or funding stream are returned to the issuing body.

15.3: Through effective financial monitoring, the Association is committed to ensuring there will be no outstanding finance. Therefore, should the Association be dissolved there will be no outstanding liabilities.

16.1: This constitution (version 3) was updated and agreed by members present at the AGM held 26th February 2020.

16.2: The previous Constitution (version 2) was updated and agreed by the members present at the AGM held 9th October 2012.

16.3: The Original Constitution was agreed and adopted by members present at the AGM held on 30th March 2009.

17.1: The Association will treat all Members fairly and equally regardless of their sex, sexual orientation, marital status, race, colour, nationality, ethnic or national origin, religion, age, disability or union membership.

17.2: The Association will ensure that no requirement or condition will be imposed without justification which could disadvantage individuals purely on any of the above grounds.

17.3: The Association will ensure that individuals are treated according to their relevant individual abilities and merits.

17.4: The Association is committed to the implementation of this policy and to a programme of action to ensure that the policy is, and continues to be, fully effective. The overall responsibility for the policy lies with the Chair. However, all Members are required to comply with the policy and to act in accordance with its objectives to remove any barriers to equal opportunity.

17.5: Any act of discrimination by Members or any failure to comply with the terms of the policy will be subject to the terms stated in articles 5 and 6 as appropriate.

1: The role of the Committee is to carry out the day to day business WGRA in an efficient, fair and responsive way. In taking decisions on behalf of WGRA, Committee members must always be aware of their responsibilities to represent all residents, as defined in the Constitution (clause 2a).

2: All Committee members must comply with the terms of the Constitution and with this Code of Conduct, at all times.

3: The WGRA and its Committee will always provide new members with the appropriate support and make them feel welcome.

4: Members shall conduct themselves in a manner that will not cause offense to others. Racist, sexist or inflammatory remarks, harassment, abusive and anti-social behaviour will not be tolerated. The Chairperson and Committee members have the right to warn any members about their behaviour. If the offender persists, they will be asked to leave the meeting until further notice. The Committee will then arrange a time and date and time for a meeting to discuss the incident and decide on any required actions.

5: Committee members must never use their position to seek preferential treatment for themselves, their families, relatives, friends or business contacts. Committee members must declare any interest they have in an issue to be discussed.

Relations between Committee Members and other Residents

6: Committee members shall not be involved in any form of anti-social behaviour. Action will be taken by the Chair and Committee, under the Code of Conduct, against any member in breach of this condition.

7: Committee members will not deal with inter-personal disputes or disputes between neighbours involving residents in the area. If a Committee member is approached by a resident(s) and asked to take up a complaint or enquiry of this nature, the enquirer should be referred to the Parish Council. The Committee will deal with matters relating to the maintenance, repair and upkeep of the external fabric of the area, and group activities and facilities.

8: Committee members may not receive any payment from the WGRA, other than for bona fide expenses which have been submitted to and approved by the Treasurer (or, if the claimant is the Treasurer, by the Chairman or Secretary).

9: Committee members must not divulge any confidential WGRA business to other persons or organisations. Failure to comply with this will result in the issue being discussed at the next Committee meeting and may result in sanctions.

10: Committee members must never personalise issues and should be willing to recognise that everybody is entitled to express their point of view (subject to equality legislation and other laws) without unduly preventing progress of discussion on the agenda at a Committee or General meetings.

11: A serious breach of any aspect of the WGRA Code of Conduct may result in a Committee member, following a majority vote of the Committee, being asked to resign.