registration as a charity in NI and for receiving money and donations. The Charity Commission for Northern Ireland. Any
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Fact Sheet:
Understanding Your Constitution This fact sheet should be used in conjunction with Supporting Communities Draft Constitution.
Why do You Need a Constitution?
When a group of people or a community take the decision to form a Community, Residents or Tenants Association, a Constitution, incorporating the aims, objectives and normal rules of the Association; is agreed/adopted. The adoption of a constitution confers formal legal status on the Association and identifies the beneficiaries of the Association's activities and to whom the Association is responsible and accountable (members should ensure they are familiar with the Charity Commission for NI Public Benefit Requirement - guidance is available on the Commissions website). It is worth noting that a Constitution is an essential pre-requisite for applying for registration as a charity in NI and for receiving money and donations.
The Charity Commission for Northern Ireland Any group with its own constitution must apply to the Commission for registration as a charity in NI. This is regardless of the group’s income, size or whether or not it has received charitable tax status from HMRC. There are no exceptions or exemptions to applying for charity registration. Once a group has successfully registered with the Commission, the group will be classed as a charity and will receive a unique NIC (Northern Ireland Charity) number. Please visit: www.charitycommissionni.org.uk for more information. HOW TO DRAW UP A CONSTITUTION Supporting Communities has a series of draft constitutions you may wish to obtain to assist you with your task of drafting your own governing document and the rules and
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regulations of your association. A constitution should include the following details and you should decide upon each in turn: > > > > > > > > > > >
Name Objects Membership Management Committee Functions of the Committee Finance Trust Property Annual General Meeting Special General Meetings Rules of Procedure at all Meetings Alterations to the Constitution
Explanation of Supporting Communities Draft Constitution 1. NAME: This section defines the name of the organisation. When deciding on a name, think of the area the Association is to represent so that no section of the area is eliminated. Remember, the name you highlight within your constitution needs to be the same as detailed on your account/s. This is particularly important if/when your group decides to seek funding and complete applications.
2. OBJECTS: What is the main purpose of the organisation and the reasons why it is set up? These can be stated in broad terms to allow you some flexibility in what you do, or alternatively can be much more specific. When you apply to the Charity Commission NI, this section of your application should be identical to those in the governing document of your organisation. You will also need to complete a public benefit statement as part of the Charity Commission NI application. In this, you must identify and demonstrate the
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public benefit of your organisations purposes. Should the organisation also seek HMRC charitable tax status, the group must also apply separately to HMRC.
3. MEMBERSHIP: This section sets out the criteria for membership of the organisation; it is open to all residents, age groups people living outside area but with an interest in the area, organisations e.g. voluntary/statutory etc.? This section therefore will determine the rights and roles of the collective membership and will also determine an annual rate of subscription for members if appropriate.
4. MANAGEMENT COMMITTEE: A Constitution clearly defines who can be represented on the management committee, how often they should meet (minimum 6 times per year), numbers involved, how they are nominated and or elected, can co-options occur, when to elect office bearers, what happens if a member fails to attend 3 consecutive meetings and if trustees are to be appointed, what their role is? Please note: Committee members are known as charity trustees when applying to the Charity Commission NI.
5. FUNCTIONS OF THE COMMITTEE: Generally the committee elected at an AGM directs the affairs of the Association. This section outlines how often the group should meet, how the committee is elected at AGMs election of office bearers and appointment of Subcommittees etc. Once the committee is formalised it is useful that a set of committee guidelines are agreed. (See also our Building a Successful Community Group Factsheet and our Effective Meetings training course.)
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6. CHAIRING MEETINGS: This section outlines who chairs meetings and in the absence of the Chairperson who assumes that role.
7. FINANCE: For any Committee, this can be quite a contentious area and one that requires careful attention. The Constitution should guide your committee in terms of indicating the role of the Treasurer, the importance of having audited accounts and hence a well maintained accounting system. Ultimately it designates that monies raised are to further the objects of the Association as laid down in Section 2 of the Constitution. At each AGM an Association will be expected to give a concise breakdown of the accounts to its members (also at each Committee Meeting) so it is therefore vital to have accounts independently examined. (See also our Records and Book-keeping Factsheet and Money Matters training).
What is an audit? The Charities Act (2008) defines an audit as the independent examination of, and expression of, an opinion on the financial statements of an enterprise. In plain language, an audit is someone from outside the organisation coming in to look at information provided by that organisation with a view to determining if the information provided is an accurate reflection of the actual events.
8. ASSOCIATION PROPERTY: In circumstances where an Association holds property or substantial monies, it may be necessary to appoint Trustees to look after the interests under the instruction of Association. This section of the Constitution explains the appointment of such person/s and their role. In your Constitution you have a choice of appointing Trustees or No Trustees. If you decide to appoint Trustees you will be required to sign a 'Deed of Trust'.
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(See also our Draft Deed of Trust)
9. ANNUAL GENERAL MEETING: Outlines when an AGM should take place and items to be included on the Agenda. (Usually about 12-15 months after first AGM.)
10. SPECIAL GENERAL MEETINGS: From time to time it may be necessary to organise a Special General Meeting. This section of the Constitution stipulates the mechanisms that need to be followed to achieve this, for example, a Special General Meeting may be called to alter the Constitution and should include at least 10% of the households in the area i.e. 500 houses will need 50 members to sign the requisition.
11. RULES OF PROCEDURE AT ALL MEETINGS: This encompasses the requirements to effectively conduct meetings in terms of voting, the importance of keeping well documented records of all meetings, the number of people needed to constitute a quorum at General Meetings of Association as well as Committee Meetings and as referred to earlier have the power to adopt Standing Orders - subject to review but importantly consistent with the philosophy of the Constitution.
12. ALTERATIONS TO THE CONSTITUTION: Should changes be necessary to a Constitution this may only take place at an Annual General Meeting or Special General Meeting. Advance notice of any change must be given to members but it is important to note that if the Association is a Charity any changes should not affect this status. Exception to this is section 7.6 (Bank Account). This can be changed without having to organise special AGM - if all committee members are in agreement with the change/s.
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13. DISSOLUTION: This is an important section as it details the procedures to be adopted by the group in order to dissolve the Association and subsequent transfer of assets.
14. INDEMNITY: This final section looks at the implications of having proper insurance for the Association, indemnifying its members in relation to any possible claims brought against it in connection with its activities.
More information
For further information on Constitutions, how to form a Group, the first Public Meeting etc., Supporting Communities Training courses “Effective Meetings” and “ Money Matters” will prove very useful.
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