Constitution
1. This is the constitution and governing document of Westminster Cycling Campaign (“the Group”).
Who We Are
2. The name of the Group is Westminster Cycling Campaign (or such other name as the group may decide at an Annual Meeting and has been so notified to the LCC office).
3. The Group is registered with the Office of the London Cycling Campaign (a charitable company, registered number 01766411; registered charity number 1115789) as a Group of the London Cycling Campaign (LCC), according to the terms of the Articles of Association of the LCC. The Group has also been registered with the LCC as the official LCC Borough Group for the City of Westminster.
4. The Group is a constituent part of the LCC and is bound by the Articles of Association of the LCC. As such, it will comply with all policies of the LCC as determined by the Board and General Meetings of the LCC, and abide by all decisions of the LCC Board.
5. The Group must also comply with all legal and regulatory obligations that are placed upon charities.
What We Do
6. The Group’s aims are the furtherance of the charitable objectives of the LCC in the City of Westminster. In particular, the Group is responsible for determining and representing the official view of LCC on matters in the City of Westminster to organisations including Westminster City Council, Transport for London, The Royal Parks and the Canal & River Trust.
7. The Group is locally governed and will manage its campaigns, finances and other activities autonomously, provided it does so in full compliance with the policies and procedures of the LCC, as defined by the Board or LCC General Meetings.
8. Through its local activities, the Group will pursue the campaigning priorities and other priorities of the LCC as set by the Board and LCC General Meetings, and contribute to the recruitment of new members to the LCC.
9. Activities of the Group, including campaigning, are generally covered by the LCC’s Public Liability insurance. The Group will not undertake activities that are not covered by this insurance unless by arrangement with the LCC office.
Membership of the Group
10. Membership of the Group is open to any LCC member of good repute who lives, works, studies or cycles in the City of Westminster.
11. The Group may also invite people who are not members of the LCC to participate in meetings and activities of the Group. They shall not, however, be classed as members of the Group in terms of rights and obligations as specified in this constitution.
12. All members of the group must act in accordance with this constitution as a condition of membership.
Assets and Liabilities of the Group
13. While under local control and management, the assets of the Group are ultimately under the control of the LCC. These assets include, but are not necessarily limited to, the Group’s funds, all monies in its bank accounts, website and its URL, any social media presence, visual identity/logo, and physical materials.
14. The Group shall not take on any liabilities, or series of liabilities, such as debt or contractual obligations for any sum greater than £500 other than by prior agreement with the LCC office, and in compliance with LCC policy (for example in relation to Health and Safety).
Governance
15. An Annual Meeting of the Group will be held each year, with no fewer than 9 months and no more than 15 months elapsing between two Annual Meetings.
16. The Officers of the Group shall be its Co-ordinator, Treasurer and Secretary, who must all be members of the LCC. Roles can be shared by two individuals where necessary, for example as ‘Joint Co-ordinators’. A Co-ordinator or Treasurer may need to undertake the additional role of Secretary if this position is unfilled.
17. The Group may also elect a Chair of the Group, who shall also be an Officer. The Co-ordinator may use the title of Chair if no such election has been made.
18. The Co-ordinator of the Group shall be the main point of contact between the Group and the LCC office (or one of the Officers if the Co-ordinator is unavailable).
19. Day-to-day management of the Group shall be by a Management Committee, comprising of the three Officers plus up to seven more members of the Group.
20. All persons on the Management Committee must be members of the Group.
21. Election of the Officers and of the remainder of the Management Committee shall take place at the Annual Meeting by a show of hands of those present who are members of the Group. The term of office of the Management Committee shall be until the next Annual Meeting.
22. Those wishing to stand for election to the Management Committee must nominate themselves at the Annual Meeting. If they are unable to attend the Annual Meeting, candidates may be nominated by other members of the group attending the Annual Meeting. However, these members must present written confirmation to the Annual Meeting that the absent member consents to be nominated.
23. Those wishing to stand for election to a Management Committee role must have attended at least half of the Group's meetings during the preceding year, unless there is no candidate standing for the role who meets this condition.
24. In the event of an Annual Meeting being inquorate, the Management Committee shall continue its term of office until the next Annual Meeting.
25. The Management Committee will meet and conduct business as necessary or as directed by the Annual Meeting.
26. The Co-ordinator shall call meetings of the Management Committee and the Secretary shall ensure all its members are given proper notice of them. Meetings may be held by phone or electronically.
27. In the event that an Officer resigns from office, then the remainder of the Management Committee shall elect a replacement from their number to serve until the next Group meeting, at which a new election for that post can be held. The person elected at the Group meeting shall remain in office until the next Annual Meeting.
28. In the event that someone who is not an Officer resigns from the Management Committee, then the post will stay vacant until filled by election at the next Group meeting.
29. Officers and other Management Committee members may be removed from post during their term of office by majority vote of those present at a quorate meeting of the Group.
Duties of the Officers
30. The Co-ordinator will: chair meetings of the Group (unless a separate Chair has been appointed by the Group); be responsible for maintaining proper communication with the LCC office; and be responsible (via the Secretary, if necessary) for disseminating relevant information from the LCC office to members of the Group.
31. The Treasurer will: be responsible for the finances of the Group; keep accounts to recognised standards and under regulations set by the Board of the LCC; prepare and present the accounts for the preceding financial year to the Annual Meeting for approval.
32. The Secretary will: keep a record of decisions reached at all meetings of the Group and Management Committee; be responsible for convening all meetings, and ensuring members are kept properly informed of the Group’s business and activities.
Meetings of the Group
33. The Group will hold at least three meetings a year in addition to an Annual Meeting. Four members will form a quorum for both these meetings and the Annual Meeting.
34. The Annual Meeting will be held with not less than four weeks’ notice, which will be presumed given by notification in the magazine of the LCC and/or any other media considered appropriate.
35. Other meetings will be held with not less than one week’s notice, that will be presumed given by notification in any media considered appropriate. The notice period may only be shorter in exceptional circumstances.
36. Meetings will usually be held in the evening on a weekday.
37. Extraordinary Meetings may be called at one week’s notice with the agreement of at least half of the Management Committee.
Finance
38. The Group will comply with all financial reporting procedures established by the LCC Board. It shall in any case send annual accounts for the financial year just ended, plus a budget for the new financial year to the LCC office for filing.
39. The Group may hold funds in designated accounts for the above aims. Funds are to be spent in accordance with any financial regulations agreed by the Management Committee.
40. The details of all bank accounts held must be notified to the LCC office.
41. All items of expenditure made on the Group’s behalf must be authorised by the Treasurer. In the case of expenditure of more than £50, the Co-ordinator must also give authorisation.
42. No member of the Group will receive any salary, emoluments or stipends. However, members may receive reimbursement of authorised expenses.
43. The Group may not take anyone into paid employment unless by prior authorisation by the LCC office and under arrangements agreed with the LCC office.
Changes to this Constitution
44. This constitution can only be changed by a resolution made by a majority of those group members (see “Membership of the Group” above), present at a quorate Annual Meeting of the group.
45. At least four weeks’ notice of the proposed change must be given to the Group’s members. Notice will be presumed to have been given by publication via media considered appropriate. If this has not occurred, then any decision on such a change made at an Annual Meeting of the Group shall be invalid. Proposed amendments to this proposed change may be tabled at the Annual Meeting, but these shall not change the substantive parts of the proposed change.
46. All changes to this Constitution must be sent to the LCC office for approval by the Company Secretary, and will not come into force until such approval is notified to the group.
Resolution of Disputes
47. Disputes regarding the application of this constitution, the proper functioning of the Group, the conduct of Management Committee members, the use of the assets of the Group or any other serious matter, shall be formally resolved by the Group itself. Where this is not possible, the matter may be referred to the LCC office with a request that the LCC’s Dispute Resolution Procedure be used to resolve the matter.
Dissolution of the Group
48. The LCC Board may dissolve the Group if no Annual Meeting has been held for twenty-four months, or for other good and just cause.
Proposed: By Dominic Fee on 8 February 2016
Adopted: At Annual Meeting on 11 April 2016
Signed: Colin Wing Dominic Fee
Co-ordinator Secretary