KSSA Constitution

Name

1. The name shall be “KSSA” or “Kent Schools Sailing Association”, hereinafter known as “the Association”

Objects

2. The objectives of the Association shall be to promote and encourage sailing and allied activities for young people

Membership

3. Membership shall be open to:

a. Young people under the age of 19 living in the SE Area of England and associated with organisations within the county of Kent; individual membership of other areas would be at the discretion of the Committee

b. All people actively involved in supporting the Association, including parents/guardians of registered youth sailors

c. Group membership shall be open to all educational establishments, recognised youth groups or national youth organisations within Kent

4. The Committee may invite a President and Vice Presidents to be Honorary Members of the Association. The Committee may offer Honorary Life Membership to longstanding contributors to the Association. The Committee shall put any proposals for life membership to the Annual General Meeting for approval.

5. There shall be three categories of membership:

a. Youth membership
Youth membership is open to young people under the age of 19 living in the South East of England and associated with Sailing Clubs and Schools, and youth organisations within Kent. By discretion of the Committee, Youth Membership may be granted to those young people outside of Kent or the South East for a reason such as, for example only, a Youth Member who has moved away from the area or someone who wishes to be a Youth Member because they live near to the area and wish to participate in the activities of KSSA.

b. Adult membership
Adult membership is open to all parents, guardians, other relatives, parents and relatives of past Youth Members, members of linked sailing clubs who wish to support KSSA, teachers at linked schools who wish to support KSSA and any other person who in the view of the Committee has a link with KSSA or supports KSSA in any way.

c. Group Membership
Group membership is available for educational establishments, recognised youth groups, national youth organisations in Kent and sailing clubs in Kent. Group members have no voting rights.

6. Adult members shall have full voting rights at an AGM or EGM. Youth members shall have no voting rights but where the adult members present at any AGM or EGM agree (by simple majority vote, if necessary) the votes of the Youth Members shall be included in any vote at such meetings and the votes of Youth Members should be considered advisory only and not binding.

7. Members shall complete a membership form and pay a fee annually to be set by the Committee each year. Failure to complete a membership form and pay a fee for the year shall mean that a person will no longer be a member of the Association.

(a) Membership of the Association shall be open to anyone interested in supporting the objects of the association who is eligible on application regardless of sex, age, disability, ethnicity, nationality, sexual orientation, religion or other beliefs.

(b) Membership subscriptions will be kept at levels that will not pose a significant obstacle to people participating.

(c) The Committee may refuse membership or, subject to Rule 10, remove it, only for good cause such as conduct or character likely to bring the Association or sport into disrepute. Appeal against refusal of membership may be made to the members at a General Meeting.

Conduct of Members

8. Every member, upon election and thereafter, is deemed to have notice of, and undertakes to comply with, the Association Rules and any Byelaws and Regulations of the Association.

9. Any breach of Rule 8 or any conduct which, in the opinion of the Committee, is either unworthy of a member or otherwise injurious to the interests of the Association, shall render a member liable to disciplinary action by the Committee, which may include suspension for a specified period of time or expulsion.

10. Before taking such disciplinary action against a member, the Committee shall call upon such member for a written explanation of the member’s conduct and shall give the member full opportunity of making explanation to the Committee, or of resigning.

11. A Resolution to apply any sanction shall be carried by a simple majority vote by those members of the Committee present and voting on the Resolution.

12. Upon suspension/expulsion the member/former member shall not be entitled to have any part of the annual membership fee refunded and must return any Association’s or external body’s trophy or trophies held forthwith.

13. A member shall not knowingly remove, injure, destroy or damage any property of the Association and shall make restitution for the same if called upon to do so by the Committee or by the Secretary upon the instructions of the Committee.

Association Officers and Committee Members

14. The Officers of the Association shall consist of Flag Officers – Commodore, Vice Commodore Sail and Vice Commodore Shore, Rear Commodore, together with a Secretary, Treasurer, Membership Secretary and Sailing Team Manager(s).

15. Officers and Committee members shall be elected at the Annual General Meeting and shall hold office until the next Annual General Meeting.

a) The Officers and members will be elected for a period of one year but will be eligible for re-election. The Commodore will not normally serve for more than three years

b) The Committee may refer any part of its business to sub-committees or a working party as deemed necessary

c) The Committee may from time to time co-opt persons who may be specially qualified or have special knowledge and experience available and valuable to the furtherance of the aims of the Association. At no time shall such co-options exceed one third of the total

d) Only individuals or representatives from organisations who have served on the Committee shall be eligible for election to Flag Officer positions

e) The Committee shall consist of the Officers together with a minimum of six other people from the Membership.

f) Five members shall form a quorum

Management

16. The Annual General Meeting shall be held during the month of November or December each year

17. The Governance of the Association shall rest with the Annual General Meeting to which individual members and representatives from each member organisation are welcome

18. The management of the Association shall be vested in the elected Committee

19. The Committee shall, subject to the general direction offered at the Annual General Meeting:

a) Meet not less than three times a year

b) Appoint sub-committees as they deem necessary

c) Exercise control over all financial affairs of the Association

d) Arrange for vacancies in the Committee to be filled

e) Appoint representatives to other bodies as necessary

f) Make regulations governing competition

g) Select representative individuals and teams for Regional, National and International Competition

h) Control the condition and maintain records of the Association silverware/trophies

i) Liaise with the Association partners and contribute to the management of any jointly owned equipment (jointly owned with other sailing clubs)

j) Promote, award and report upon Memorial Awards held by the Association.

20. The Committee shall manage the affairs of the Association according to the Rules and shall cause the funds of the Association to be applied solely to the purposes and objects of the Association or for a benevolent or charitable purpose nominated by General Meeting.

In particular the Committee shall ensure that the property and funds of the Association will not be used for the direct or indirect private benefit of members other than as reasonably allowed by the Rules and that all surplus income or profits are re-invested in the Association.

21. A member of the Committee, of a sub-Committee or any officer of the Association, in transacting business for the Association, shall disclose to third parties that they are so acting.

22. The Committee, or any person or sub-Committee delegated by the Committee to act as agent for the Association or its members, shall enter into contracts only as far as expressly authorised, or authorised by implication, by the members. No one shall, without the express authority of the membership in General Meeting, borrow money or incur debts on behalf of the Association or its membership.

23. In pursuance of the authority vested in the Committee by members of the Association, members of the Committee shall be indemnified by the members of the Association out of the assets of the Association from and against any liability, costs, expenses or payments whatsoever which may be properly incurred or made by them or any one of them in the exercise of their duties on behalf of the Association wherever the contract is of a duly authorised nature or could be assumed to be of a duly authorised nature and entered into on behalf of the Association.

Should the assets of the Association be insufficient to satisfy such liability, costs, expenses or payments the Committee shall be entitled to a personal indemnity from the individual adult members of the Association.

The limit of any individual member’s indemnity in this respect shall be a sum equal to one year’s subscription at the then current rate of that category of membership unless the Committee has been authorised to exceed such limit by a General Meeting of the Association.

24. The Committee shall endeavour to ensure that the following clause is incorporated in every contract, lease, licence or other agreement entered into by the Committee of the Association, as appropriate.

“The liability of the Committee for the performance of any contractual or other obligation undertaken by them on behalf of the Association shall be limited to the assets of the Association.”

25. The proposals for membership categories and collection of subscriptions for the coming year will be proposed by the Treasurer and ratified by the Annual General Meeting

26. Membership will be renewed on 1st January in each year

27. Voting eligibility at Annual General Meeting or Extraordinary General Meeting shall require voters to be classified under 5) above. Each adult member will have one vote; A register of eligible voters shall be available on request to verify eligibility. The meeting will be considered quorate with a minimum voting strength present of 10 votes

28. No alterations to or deletions from this constitution shall be made except at the Annual General Meeting or an Extraordinary General Meeting called for that purpose, and then only by a majority votes of two-thirds of those present and voting. Notice of any proposed alterations, deletions or additions to these Rules must reach the Secretary in writing 21 days before the advertised date of the Annual General Meeting or Extraordinary General Meeting in order to appear on the general notice convening the meeting

29. The Secretary shall convene an Extraordinary General Meeting at any time by order of the Committee or on receiving a requisition to that effect signed by fifteen individual members

30. Items for consideration at an AGM or EGM shall be advertised by the secretary to the membership 21 days in advance of the meeting.

31. Voting at an AGM or an EGM will be taken by a show of hands. In the event of equal numbers of votes being recorded for any motion, the Chairperson will have a casting vote

Finance

32 a) At the end of each financial year, a report on the accounts shall be prepared, reviewed and a copy provided at the Annual General Meeting

b) The accounts will be independently examined by a suitable person appointed annually by the Committee

c) The funds of the Association must be kept by the Honorary Treasurer under the supervision of, and in a place and manner determined by, the Committee.

d) The Committee may expend the Association funds in any manner it thinks fit in accordance with these rules and the objects of the Association.

e) Decisions regarding the distribution of funds for Association awards will be made by the Committee

f) The Honorary Treasurer will be responsible for keeping proper accounts and for all the monies received or payable by the Association. All outgoing payments will be reviewed and approved by the Officers of the Association

33. In the event of any question arising as to the correct interpretation of this Constitution or any other question not herein provided for, such question shall be referred to the Committee for decision

Dissolution

34. The Association may, at any time, be dissolved by a resolution passed by a two-thirds majority of those present and voting at a meeting of the Association at which at least 21 days’ clear notice shall have been sent to all members of the Association, specifying that this is the purpose of the meeting.

35. Such resolutions, may give instructions for the disposal of any assets held by or in the name of the Association, provided that, if any property remains after the satisfaction of all debts and liabilities, such property shall be paid to or transferred to the RNLI or such charitable institutions or institutions having objectives similar to some or all of the objects of the Association as the meeting may determine.

Revised December 2018