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St Giles Orchestra is a Registered Charity number 1109439
1 Name
The name of the orchestra is 'St Giles Orchestra'.
2 Objects and Aims
The objects of the Orchestra are to promote, improve, develop and maintain the education of its members and the public in an appreciation of the art and science of music in all its aspects by the presentation of public concerts.
3 Members
 The Committee shall ensure that every Member knows of and has access to a copy of the Constitution.
 Membership of the Orchestra is open to all, irrespective of sex, sexual inclination, ethnic origin or creed.
 A person shall become a member of the Orchestra when
(i) He or she has had their application considered and approved by the Committee and, separately, by the Conductor.
(ii) He or she has undertaken to pay the current membership subscription. The Committee may waive a proportion of the subscription of members who are not regularly required at rehearsals.
 The Treasurer (or other appointed Committee member) shall be the Orchestra's contact with the Charity Commissioners and shall also keep a list of Members. The Committee shall ensure that every Member knows of and has access to this list.
 The Orchestra shall be able at a General Meeting to invite persons (including non-musicians) to become Members other than under the terms of para 3b.
 A person ceases to be a Member when he or she wishes; or because they no longer qualify under para 3(b); or, exceptionally, and with good reason, the Committee, with advice from such Members as it thinks fit, shall decide to delete his or her name from the list of Members.
4 Meetings
The Committee shall ensure that there is an annual general meeting every year, between nine and fifteen months after the preceding year's meeting. This meeting shall include a review of the Orchestra's activities since the previous meeting, the presentation of audited accounts, a financial report, a discussion of plans for the future and the appointment of Committee members.
Other formal meetings of the Orchestra may be held if the Chair, acting alone, or the Committee, or one third of Members so decide.
For every meeting, the Committee shall give every Member reasonable notice (normally at least two weeks) of meeting, place and (at least in broad terms) the agenda.
Every meeting shall be chaired by the Chair but if this is not possible, the meeting shall be chaired by a person chosen by the Committee.
The Chair may decide to put any matter to the vote at a meeting. Furthermore, there shall be a vote if three or more Members present request it. Unless decided otherwise (or in the case of a proposed change to the Constitution) the vote at a meeting shall be decided by a simple majority of those Members present and entitled to vote and voting. Unless otherwise decided, voting shall be by a show of hands. The Committee shall do all that is reasonably possible to put into effect any decision (whether reached by a vote or not) at a Meeting.
5 The Committee
The Committee shall be elected at the annual general meeting and shall consist of a Chair, Secretary, Treasurer, Librarian, Publicity Manager, Concert Manager, and a Concert Organiser (responsible for invitations to guest players at concerts). The Chair, Secretary and Treasurer of the Orchestra shall be its Trustees. The Conductor and Leader of the Orchestra shall also be members of the Committee ex officio. A Member starts his/her term of office immediately following the end of the meeting at which he/she was elected to serve. A Member ceases to be a Committee member immediately following the end of the meeting at which his/her successor was approved. The Committee may coopt for a stated period any persons of their choice, either members or individuals, including non-musicians, from outside the playing body.
The Committee shall conduct the affairs of the orchestra on behalf of the Members, referring matters of importance to the Members at a general meeting should the need arise.
The Committee shall annually invite someone to be Conductor of the Orchestra with an honorarium decided, after negotiation, by the Committee. The Committee shall also invite someone else to act as Leader of the Orchestra for which an honorarium may also be paid. A Leader may not be appointed without the approval of the Conductor. The Conductor shall also normally be invited to be the Musical Director of the Orchestra. Invitations to guest musicians shall normally only be issued with the approval of the Conductor. Suggestions for concert items shall be solicited from Members of the Orchestra and discussed by the Committee but the Conductor's decision shall be final. The Conductor, operating through the Leader and Section Leaders shall be responsible for orchestral discipline at rehearsals and concerts although the Committee shall discuss general problems as they arise.
The Committee shall meet (i) three time a year and (ii) at other times when either the Chair or a majority of the Committee requests it. The Committee may draw up guidelines concerning the frequency and conduct of its meetings and the duties of members of the Committee.
The financial year shall end on 31 August. The Orchestra shall have a bank account and cheques shall be signed by two nominated Committee members. The Orchestra shall be able to receive donations, grants in aid and financial guarantees. Tickets for any or all of its concerts and other events shall be offered for sale to the public. The income of the Orchestra shall be applied solely towards promoting the Aims and Objects of the Orchestra and no portion shall be paid either directly or indirectly to any Member except in payment of legitimate expenses incurred on behalf of the Orchestra.
The Committee shall ensure that the Treasurer (or, failing him/her, another member of the Committee) at the annual general meeting gives an annual report and presents accounts, and gives such interim financial reports as may be required. The Committee shall, with guidance from the Treasurer, review the rate of subscription and also, in the absence of the Conductor and Leader respectively, the honoraria that the latter shall receive.
 The Committee shall ensure that Members know of and have access to records of proceedings of meetings and of Committee meetings.
6 Constitutional Changes
Any provision of this Constitution may be amended provided that:
(i) no amendment may be made that would have the effect of making the Charity cease to be a charity at law;
(ii) no amendment may be made to alter the Objects if the change would not be within the reasonable contemplation of the members of or donors to the Charity;
(iii) any resolution to amend a provision of this Constitution is passed by not less than two thirds of the members present and voting at a general meeting;
(iv) any proposed change to the Constitution shall be clearly notified to each member in the notice of the general meeting at which the proposed change is to be discussed, giving at least two weeks notice in line with Clause 4.
A copy of any resolution amending this Constitution, along with a signed copy of the minutes, must be send to the Charity Commission within twenty one days of its being passed.
7 Dissolution
In the event of the Orchestra being wound up, any assets remaining upon dissolution after the payment of debts and liabilities shall be transferred to a charitable institution or institutions having similar objects to those of the Orchestra.
3rd revision 7 April 2005
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1 Name