Adopted at the Annual General Meeting on 14^th March 2002.

A. Name.

The name of the Association is Colchester Avenue Allotments Association ("The Association")

B. Administration.

Subject to the matters set out below, the Association and its property shall be administered and managed in accordance with this constitution by the members of the Executive Committee, constituted by clause G of this constitution ("the Executive Committee")

C. Objects.

The Association's objects ("the objects") are:

The relief of those in necessitous circumstances and the advancement of education in horticulture in particular in the Penylan ward of the City and County Borough of Cardiff in particular through the provision of allotments.

D. Powers.

In furtherance of the objects but not otherwise the Executive Committee may exercise the following:

(1) power to raise funds and to invite and receive contributions provided that in raising funds the Executive Committee shall not undertake any substantial permanent trading activities and shall conform to any relevant requirements of the law;

(2) power to buy, take on lease or in exchange any property necessary for the achievement of the objects and to maintain and equip it for use;

(3) power, subject to any consents required by law to sell, lease, or dispose of all or any part of the property of the Association;

(4) power to co‑operate with other charities, voluntary bodies and statutory authorities operating in furtherance of the objects or of similar charitable purposes and to exchange information and advice with them;

(5) power to establish or support any charitable trusts, associations or institutions formed for all or any of the objects;

power to appoint and constitute such advisory committees as the Executive Committee may think fit;

(7) power to do all such other lawful things as are necessary for the achievement of the objects;

(8) power to promote the interests of all members in their on‑site gardening activities and to take joint action on behalf of members;

power to take action to protect members in their on-site gardening activities against trespass, damage and theft.

E. Membership.

(1) Membership of the Association shall be open to all persons who, by the due date and in accordance with the regulations set down from time to time by the Landlord, have paid the appropriate rental for their plot(s).

(2) Members shall be expected at all times, to conduct their on‑site gardening activities in accordance with the Tenancy Agreement between themselves and the Landlord. Defaults in their conduct known to the Landlord, shall be communicated to the Executive Committee, whose members shall take action under sub‑clause (4) below.

(3) Every member of the Association shall have one vote.

(4) The Executive Committee may by unanimous vote and for good reason recommend to the Landlord that the membership of an individual be terminated: provided that the individual concerned shall have the right to be heard by the Executive Committee, accompanied by a friend, before such recommendation is made. Upon such recommendation being made, the individual shall be informed of her/his rights of appeal under the rules of the Landlord.

(5) All paid‑up members of the Association shall have the right to participate in the mutually beneficial activities of the shop: provided that the Executive Committee may by unanimous vote and for good reason terminate an individual's membership of the shop, subject to the individual's right to be heard by the Executive Committee, accompanied by a friend, before a final decision is made.

(6) The Executive Committee may, at its discretion, extend membership of the shop to non‑Association members who live locally and who wish to participate in its mutually beneficial activities, upon payment of an annual subscription, and subject to the shop rules which the Executive Committee may from time to time set down.

F. Honorary Officers.

At the annual general meeting of the Association the members shall elect from amongst themselves a Chair, a Secretary and a Treasurer, who shall hold office from the conclusion of that meeting.

G. Executive Committee.

(1) The Executive Committee shall consist of not less than 7 members nor more than 10 members being:

(a) the honorary officers specified (ie Chair, Secretary & Treasurer); and

(b) not less than 4 and not morethan 7 members elected at the annual general meeting, to include the member serving as  Storekeeper, all of whom shall hold office from the conclusion of that meeting.

(2) The Executive Committee may in addition appoint not more than 3 co‑opted persons. However, no one may be appointed as a co‑opted member if, as a result, more than one third of the members of the Executive Committee would be co­opted members. Each appointment of a co‑opted member shall be made at a special meeting of the Executive Committee called under clause J and shall take effect from the end of that meeting unless the appointment is to fill a place which has not then been vacated in which case the appointment shall run from the date when the post becomes vacant.

(3) All the members of the Executive Committee shall retire from office together at the end of the annual general meeting next after the date on which they came into office, but they may be re‑elected or re‑appointed. Casual vacancies occurring in the Executive Committee between annual general meetings may be filled by Executive Committee nomination from the general membership, and the casual member thus appointed shall hold office until the next following annual general meeting.

(4) The proceedings of the Executive Committee shall not be invalidated by any vacancy among their number or by any failure to appoint or any defect in the appointment or qualification of a member.

(5) Nobody shall be appointed as a member of the Executive Committee who is aged under 18 or who would if appointed be disqualified under the provisions of the following clause.

(6) No person shall be entitled to act as a member of the Executive Committee whether on a first or on any subsequent entry into office, until after signing in the minute book of the Executive Committee a declaration of acceptance and of willingness to act in the trusts of the Association.

H. Determination of Membership of Executive Committee.

A member of the Executive Committee shall cease to hold office if he or she:

(1) is disqualified from acting as a member of the Executive Committee by virtue of section 72 of the Charities Act 1993 (or any statutory re‑enactment or modification of that provision);

(2) becomes incapable by reason of mental disorder, illness or injury of managing and administering his or her own affairs;

(3) is absent without the permission of the Executive Committee from all their meetings held within a period of six months and the Executive Committee resolve that his or her office be vacated; or

(4) notifies to the Executive Committee a wish to resign (but only if at least three members of the Executive Committee, not including Honorary Officers, will remain in office when the notice of resignation is to take effect).

I. Executive Committee Members not to be personally interested.

No member of the Executive Committee shall acquire any interest in property belonging to the Association (otherwise than as a Trustee for the Association) or receive remuneration in any contract entered into by Executive Committee.

J. Meetings and proceedings of the Executive Committee.

(1) The Executive Committee shall hold at least two ordinary meetings each year. A special meeting may be called at any time by the Chair or by any two members of the Executive Committee upon not less than 7 days' notice being given to the other members of the Executive Committee of the matters to be discussed but if the matters include an appointment of a co‑opted member then not less than 21 days' notice must be given.

(2) The Chair of the Association shall act as Chair at meetings of the Executive Committee. If the Chair is absent from any meeting, the members of the Executive Committee present shall choose one of their number to be Chair of the meeting before any other business is transacted.

(3) There shall be a quorum when 5 members of the Executive Committee are present at a meeting.

(4) Every matter shall be determined by a majority of votes of the members of the Executive Committee present and voting on the question but in the case of equality of votes the Chair of the meeting shall have a second or casting vote.

(5) The Executive Committee shall keep minutes, in books kept for the purpose, of the proceedings at meetings of the Executive Committee and any sub­committee.

(6) The Executive Committee may from time to time make and alter rules for the conduct of their business, the summoning and conduct of their meetings and the custody of documents. No rule may be made which is inconsistent with this constitution.

(7) The Executive Committee may appoint one or more sub‑committees consisting of three or more members of the Executive Committee for the purpose of making any inquiry or supervising or performing any function or duty which in the opinion of the Executive Committee would be more conveniently undertaken or carried out by a sub‑committee: provided that all acts and proceedings of any such sub‑committees shall be fully and promptly reported to the Executive Committee.

K. Receipts and Expenditure.

(1) The funds of the Association shall be paid into specific Numbered Accounts operated by the Executive Committee, in the name of the Association at such bank as the Executive Committee shall from time to time decide. All cheques drawn on any Numbered Account must be signed by at least two of three members of the Executive Committee, whose signatures are lodged with the bank as signatories of the specific Numbered Account as follows:

a) "Number 1 Account": rebated rents from the Landlord

b) "Number 2 Account": trading account (Association's shop)

c) "Number 3 Account": monies held on deposit, including general donations

d) "Number 4 & etc. Account": grant monies, each numbered account identified by name of grant donor.

(2) The funds belonging to the Association shall be applied only in furthering the objects, as set out in sub clauses (3) to (13) below:

(3) All funds received from charitable trusts and other grant‑ awarding bodies shall be used solely for the site improvement purpose for which the funds were obtained, and for which funds the Association shall maintain separate records and audited accounts identified by name of the grant donor. Funds received by way of grants for specific purposes shall not be deemed to be for the benefit of charities, local and regional authorities, corporations or individuals who donate such funds.

(4) All monies rebated to the Association from the Landlord under such option arrangements as may be set down from time to time, shall, subject to the terms of the Agreement with the Landlord, be used:

(a) for the payment of waste removal and water charges, arrangements for which shall be made by the Executive Committee

(b) for the maintenance of on‑site roads, fabricated storage building, boundary gates and fences properly identified by the Landlord, save that the Landlord may use its annual capital allocation for such purpose as it sees fit

(c) for general site security maintenance and improvement

(d) for the payment of the annual subscription of membership of the Cardiff and District Council of Allotment Holders Association

(e) for the maintenance of the Association's membership in the sum of £150 pa. (to be reviewed annually) to support the Annual General Meeting, one other General Meeting, Newsletters and other Notices. Approved expenditure to include room rental, postage, stationery and photocopying, telephone calls and travel, and paid out upon production of receipts or other self-certification.

(5) All monies received from the Landlord to cover administration out‑of‑pocket expenses (as at 4e above) to support the work of the Executive Committee, shall be held by the Association's Secretary who shall incur such expenditure against receipts or other self‑certification. Any member of the Association carrying out any other administrative tasks for the association upon the express request of the Executive Committee, shall be reimbursed by the Association's Treasurer upon production of receipts or other self‑certification.

(6) Expenditure to support the mutually beneficial trading activities of the Association in the shop, shall derive wholly from such activity and be self-financing. Receipts and Expenditure in the shop shall be governed by the following:

(7) a separate bank account held in the name of the Association's Trading Account; all cheques drawn on this account must be signed by at least two of three members of the Executive whose signatures are lodged with the bank as Trading Account signatories

(8) a set of financial records kept separate from the Association's General Account and separately audited

(9) the election of a Storekeeper as a member of the Executive, who shall recommend for the Executive's approval, appropriate retailers/wholesalers willing to provide gardening supplies, including terms of sale and delivery; and shall further recommend for the Executive's approval, a price list of goods for sale/hire to members

(10) Non‑association members who wish to participate in the mutually beneficial trading activities of the shop, shall pay an annual subscription (reviewed annually), at or before their first purchase following 1 February each year (for year 2001, subscription set at £1)

(11) the Storekeeper shall be responsible for maintaining a shop membership record of non‑association members and for collecting their annual shop subscriptions; for maintaining records of sales and purchases and other administrative expenses

(12) the Storekeeper shall be paid an annual commission in a sum not exceeding a percentage of sales as decided annually by the Executive Committee (7% in 2001); administrative expenses associated with the shop's activities shall be paid out of the shop's income upon production of receipts or other self‑certification

(13) Petty cash amounts may be held by the Association's Treasurer in a sum not exceeding £30, and by the Storekeeper in sum not exceeding £15, both sums to be reviewed annually.

L. Property.

The Executive Committee shall cause the title to all the investments held by or on behalf of the Association, to be vested at the first meeting of the Executive Committee following each annual general meeting, in not less than three individuals appointed by them as holding trustees. Holding trustees may be removed by the Executive Committee at their discretion and shall act in accordance with the lawful directions of the Executive Committee. Provided they act only in accordance with the lawful directions of the Executive Committee, the holding trustees shall not be liable for the acts and defaults of its members.

M. Accounts.

The Executive Committee shall comply with their obligations under the Charities Act 1993 (or any statutory re‑enactment or modification of that Act) with regard to the:

(a) keeping of accounting records for the Association;

(b) preparation of annual statements of account for the Association;

(c) auditing or independent examination of the statements of account of the Association; and

(d) transmission of the statements of account of the Association to the Commission.

N. Annual Report.

The Executive Committee shall comply with their obligations under the Charities Act 1993 (or any statutory re‑enactment or modification of that Act) with regard to the preparation of an annual report and its transmission to the Commission.

O. Annual Return.

The Executive Committee shall comply with their obligations under the Charities Act 1993 (or any statutory re‑enactment or modification of that Act) with regard to the preparation of an annual return and its transmission to the Commissioners.

P. Annual General Meeting.

(1) There shall be an annual general meeting of the Association which shall be held in the month of March in each year or as soon as practicable thereafter.

(2) Every annual general meeting shall be called by the Executive Committee. The secretary shall give at least 21 days notice of the Annual General Meeting to all members of the Association. All the members of the Association shall be entitled to attend and vote at the meeting.

(3) Before any other business is transacted at the first annual general meeting the persons present shall appoint a convenor of the meeting. The convenor shall be the convenor of subsequent annual general meetings, but if he or she is not present, before any other business is transacted, the persons present shall appoint a convenor of the meeting.

(4) The Executive Committee shall present to each annual general meeting the report and accounts of the Association for the preceding year.

(5) Nominations for election to the Executive Committee must be made by members of the Association in writing and must be in the hands of the secretary of Executive Committee at least 7 days before the annual general meeting. Should nominations exceed vacancies, election shall be by ballot. Should nominations fall short of vacancies, the convenor shall accept nominations from the floor.

Q. Special General Meetings.

The Executive Committee may call a special general meeting of the Association at any time. If at least ten members request such a meeting in writing, stating the business to be considered, the secretary shall call such a meeting. At least 21 days' notice must be given. The notice must state the business to be discussed, and the meeting shall be confined to such business.

R. Procedure at General Meetings.

(1) The secretary or other person specially appointed by the Executive Committee shall keep a full record of proceedings at every general meeting of the Association.

(2) There shall be a quorum when at least one tenth of the number of members of the Association for the time being or ten members of the Association, whichever is the greater, are present at any general meeting.

S. Notices.

Any notice required to be served on any member of the Association shall be in writing and shall be served by the secretary or the Executive Committee on any member, either personally or by sending it through the post in a prepaid letter addressed to such member at his or her last known address in the United Kingdom, and any letter so sent shall be deemed to have been received within 10 days of posting.

T. Alterations to the constitution.

(1) Subject to the following provisions of this clause the Constitution may be altered by a resolution passed by not less than two thirds of the members present and voting at a general meeting. The notice of the general meeting must include notice of the resolution, setting out the terms of the alteration proposed.

(2) No amendment may be made to clause A (the name of association clause), clause B (the objects clause), clause I (Executive Committee members not to be personally interested clause), clause U (the dissolution clause) or this clause without the prior consent in writing to the Commissioners.

(3) No amendment may be made which would have the effect of making the Association cease to be a charity at law.

(4) The Executive Committee should promptly send to the Commissioners a copy of any amendment made under this clause.

U. Dissolution.

If the Executive Committee decided that it is necessary or advisable to dissolve the Association it shall call a meeting of all members of the Association, of which not less than 21 days' notice (stating the terms of the resolution to be proposed) shall be given. If the proposal is confirmed by a two‑thirds majority of those present and voting, the Executive Committee shall have power to realise any assets held by or on behalf of the Association. Any assets remaining after the satisfaction of any proper debts and liabilities shall be given or transferred to such other charitable institution or institutions having objects similar to the objects of the Association as the members of the Association may determine, or failing that shall be applied for some other charitable purpose. A copy of the statement of accounts, or account and statement, or the final accounting period of the Association must be sent to the Commissioners.

This Constitution was adopted at the Annual General Meeting held on 14^th March 2002 at which the following Honorary Officers were elected;

Chair: Edgar Wilson,

Secretary: Roger Williams,

Treasurer: Ron Rich,

Executive: Kathy Thurstans, Gordon Robinson (Storekeeper),
Rita Austin, Donna Stevenson, Douglas Anthony.

3 April 2002

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