Governors Wales Constitution

CONSTITUTION

1. The organisation is called the Confederation of School Governors’ Association in Wales (‘Governors Wales’).
2. The Confederation shall
   * act as an independent national forum for all Associations of Governing Bodies (“Associations”) in Wales,
   * encourage the establishment of democratic Associations and seek representation from them,
   * act as the national representative and consultative body in Wales to government and other appropriate organisations,
3. promote networking between Governing Bodies particularly in exchanging information, about good practice in the governance of schools,
4. encourage in co-operation with Local Authorities and other organisations the provision of information, research, advice and training for Governors and Governing Bodies.
5. Members of the Confederation shall be Associations which support the Aims and Constitution of the Confederation, and shall in normal circumstances consist of representatives of Governing Bodies in any one education area.
6. Representation from each education area will not preclude the necessity to organise associations within any single education area in ways which best serve the needs of that area, provided that they are properly representative of Governing Bodies. The Management Committee, having regard to each case on its merit, may decide to allow representation from each such association.
7. Each education area shall be entitled to 3 voting representatives in the Confederation.
8. In the event of substantial reorganisation of Local Authorities or substantial changes in the structure of education authorities the criteria for membership shall be reviewed in line with the principal aims of the Confederation.
9. The Confederation shall determine the aims and policy of the organisation and the official languages of the Confederation shall be Welsh and English.
10. Decisions by the Confederation shall be made by a simple majority of those present and entitled to vote.
11. A quorum of the Confederation shall be one-third of the representatives.
12. The Confederation may meet as frequently as it decides save that it should not meet less than twice in any one calendar year.
13. One of the meetings of the Confederation in every year shall be designated the AGM of the Confederation. The AGM will normally take place in the spring/summer term and will require two months notice.
14. The AGM shall normally consider the following items:-
    * Annual Report
    * Election of Officers
    * Resolutions from Associations of which 28 days’ notice has been given
    * Approval of financial statement
    * Appointment of Auditors
    * Relevant business of which 7 days’ notice has been given.
    * The Confederation may be recalled to a Special General Meeting at 21 days notice at the request of not less than one third of voting representatives who must give written notice of their request and the reasons for it. The Management Committee may also call a Special General Meeting of the Confederation and should operate the same timescale and provide a similar written explanation.
15. The Management Committee shall be responsible to the Confederation for implementing the policy and aims of the Confederation between meetings and for determining rules of procedure.
16. The Management Committee shall comprise 1 nominated representative from each education area according to the provision of Rule 4, with the exception of Powys which, with due regard to its geographical difficulties, should have two representatives. The officers of the Confederation will be elected, by the Confederation. Any person authorised to exercise voting rights at the Annual General Meeting as a representative delegate may stand, with the approval of their local association, for election as an officer of the Confederation, the elections to be conducted in accordance with the Constitution. The standing entitlements for local association representation upon Governors Wales Management Committee will apply. The four officers shall be Chairperson, Vice-Chairperson, Treasurer and Secretary and will be elected annually at the AGM. Any representative nominated for election as an officer may circulate a statement of not more than 100 words with the notice of nomination. Nominations for officers must be proposed and seconded by two representatives and must be submitted in writing at least 28 days before the AGM.
17. No member of the Management Committee shall normally hold a particular Executive Office for more than three consecutive years.
18. Should an officer position become vacant between meetings of the Confederation the Management Committee may elect an acting or temporary replacement.
19. Up to 5 co-opted places on the Management Committee may be made available at the discretion of the Committee. Such co-opted members shall not be entitled to vote.
20. The Confederation may, from time to time, determine that the position of Honorary Life President is awarded in recognition of service to school governance and to Governors Wales that is of exceptional significance and merit. Such determination shall be made as a result of the adoption of a formal motion to the Annual General Meeting of the Confederation.
21. Decisions of the Management Committee shall be by a simple majority of those present and entitled to vote. In the event of a tied vote, the Chairperson shall have the power to make a casting vote.
22. A quorum of the Management Committee shall be one third of the Committee.
23. The Management Committee shall normally meet at least three times a year and on such other occasions as required for the efficient conduct of business.
24. All monies raised by or on behalf of the Confederation shall be applied to further the aims of the Confederation and for no other purpose.
25. The Confederation shall, on the recommendation of the Management Committee, determine annual membership fees for members.
26. All monies received shall be paid into a bank account in the name of the Confederation. The Treasurer shall keep proper accounts and be responsible for the financial affairs of the Confederation.
27. Cheques drawn on the Confederation’s Bank Account shall require the signatures of any two of the under-mentioned:-
    * The Chair,
    * The Vice-Chair.
    * The Secretary,
    * The Treasurer,
    * The Director.
    Cheques will not be issued without the knowledge and approval of the Treasurer.
28. The accounts shall be audited at least once a year by the auditor or auditors appointed by the Confederation at its Annual General Meeting.
29. The financial year of the Confederation shall be from the first day of April to the 31st Day of March in the following calendar year.
30. Any proposal for amendment(s) to the Constitution may be initiated by the Management Committee or by a member association and shall be submitted to the Chairperson of the Confederation in writing not less than twenty-eight clear days before the AGM or SGM at which the amendment(s) shall be proposed. The amendment must be circulated in writing to members with the agenda and notice of the meeting. Any amendment shall require a two-thirds majority of representatives present and voting.
31. If the Management Committee by a simple majority decide at any time that on the ground of expense or otherwise it is necessary or advisable to dissolve the Confederation it shall call a meeting of the Confederation at not less than twenty-one days’ notice and shall state the terms of the resolution to be proposed. Such a decision shall require a two-thirds majority of those present and voting. If there is not a quorum, the Management Committee shall call another meeting of the Confederation at not less than fourteen days’ notice and shall explain the circumstances and a decision shall then be taken on a simple majority of those present and voting.
32. In the event of dissolution any assets remaining after the satisfaction of any proper debts and liabilities shall be given or transferred to such other institution or institutions having objects similar to the objects of the Confederation subject to the right of the Management Committee to give consideration to a refund to members and registered groups and registered Governing Bodies in proportion to their respective contributions.