Constitution

Malawi Association for Christian Support (MACS)

Charity No. 1025616

CONSTITUTION

As amended at Annual General Meeting, 21st  September 2013

NAME

The name of the Association is the Malawi Association for Christian Support (hereinafter called “The Association”).

  • OBJECTS

    The Association is established to promote any charitable purpose in Malawi including the advancement of education, the relief of poverty, sickness and distress, the preservation and protection of health and the advancement of the Christian religion particularly by supporting the pastoral work of the churches and the support of charitable Christian institutions in that country.

  • POWERS

    In furtherance of the said objects but not otherwise the Association may:

    • Employ and pay any person or persons to supervise, organise and carry on the work of the Association in accordance with prevailing legislation.
    • Arrange provide for or join in arranging and providing for the holding of meetings, exhibitions and lectures.
    • Collect and disseminate information on all matters affecting the said objects and exchange such information with other bodies having similar objects whether in this country or overseas.
    • Undertake, execute, manage or assist any charitable trusts which may lawfully be undertaken, managed or assisted by the Association.
    • Cause to be written and printed or otherwise reproduced and circulated, gratuitously or otherwise, such papers, books, periodicals, pamphlets or other documents, films, or digital recordings as shall further the said objects.
    • Subject to such consents as may be required by law, borrow or raise money for the said objects and accept gifts on such terms and on such security as shall be deemed necessary.
    • Raise funds and invite and receive contributions from any persons whatsoever by way of subscriptions and otherwise, provided that the Association shall not undertake permanent trading activities in raising funds for the said objects.
    • Change the name of the Association.
    • Do all such other lawful things as are necessary for the attainment of the said objects.
  • MANAGEMENT COMMITTEE
    • Subject as hereinafter mentioned the policy and general management of the affairs of the Association shall be directed by a Management Committee (hereinafter called the Committee”) which shall meet not less than three times a year and when complete shall consist of not less than eight or more than twelve members.
    • The members of the committee shall be the Chair, Vice-Chair, Secretary, Treasurer and at least four other members elected at the Annual General Meeting of the Association in accordance with clause 6 hereof.
    • Any casual vacancy in the Committee may be filled by the Committee and any person appointed to fill such a vacancy shall hold office until the conclusion of the next Annual General Meeting of the Association and shall be eligible for election at the meeting.
    • The proceedings of the Committee shall not be invalidated by any failure to elect or any defect in the election, appointment or qualification of any members.
    • The Committee shall appoint such sub-committees with written terms of reference as it considers necessary.
    • The Committee shall have power to adopt and issue Standing Orders and/or rules for the Association. Such Standing Orders and/or Rules shall come into operation immediately provided that they shall be subject to review by the Association at its Annual General Meeting and shall not be inconsistent with the provisions of this constitution.
    • Except with the prior written approval of the Charity Commission no committee member may receive any benefit in money or in kind from the charity or have a financial interest in the supply of goods or services to the charity.
  • RULES OF PROCEDURE AT COMMITTEE MEETINGS
    • The quorum for Committee meetings shall be 4 members.
    • Voting Decisions will normally be reached by a consensus of opinion. Where a vote is requested this will be decided by a simple majority. In the case of equality of votes, the Chair shall have a second or casting vote.
    • Minutes of all Committee meetings shall be prepared by the Secretary and shall, after being approved by those present,  be signed at the next meeting by the Chairman as a true record of the proceedings and resolutions passed.  The Secretary is to maintain a permanent file of signed Minutes.
  • MEMBERSHIP

    People who support the Objects of the Association financially or otherwise shall be members of the Association and shall:

    • receive at least two newsletters a year providing information on the work of the Association, projects supported in Malawi and the date of the Annual General Meeting.
    • receive notice of an Annual General Meeting at least 42 days before the meeting and be invited to discuss the Annual Report and any proposals for developing the work of the Association.
    • send to the Secretary at least 28 days before the Annual General Meeting any nominations for people to serve on the Management Committee.
  • MEETINGS OF THE ASSOCIATION
    • An Annual General Meeting shall be arranged by the Committee; at least 42 days’ notice of the meeting to be given to members;
    • the agenda for the meeting shall include:
      • consideration of the Annual Report;
      • consideration of the Annual Accounts;
      • appointment of an independent examiner of the accounts;
      • election of people to serve on the Management Committee, including the Chair, Vice-Chair, Secretary and Treasurer;
      • consideration of ways in which to develop the work of the Association;
      • any other relevant business.
    • The quorum for meetings of the Association shall be 10 members.
    • Voting Decisions will normally be reached by a consensus of opinion. Where a vote is requested this will be decided by a simple majority. In the case of equality of votes, the Chair shall have a second or casting vote.
    • A Special Meeting of the Association may be requested by the Chair of the Committee or by not less than 6 members of the Association. The Secretary shall convene a Special Meeting to be held within 21 days of receiving such a request.
    • Minutes of all meetings of the Association shall be prepared by the Secretary and shall, after being approved by those present, be signed at the next meeting by the Chairman as a true record of the proceedings and resolutions passed.  The Secretary is to maintain a permanent file of signed Minutes.
  • NOMINATIONS FOR COMMITTEE MEMBERS
    • All members of the Committee shall be elected annually.
    • Nominations for members of the Committee should be sent in writing to the Secretary at least 28 days before the Annual General Meeting. The agreement of the nominee must be sought and a brief profile provided.
    • Should nominations exceed vacancies, election shall be by secret ballot.
  • HONORARY OFFICERS
    • The Annual General Meeting of the Association shall elect a Chair, a Vice-Chair, a Treasurer, a Secretary and other such Honorary officers as the Association shall from time to time decide.
    • The Chair and Honorary Officers shall be elected annually.
  • FINANCE
    • All moneys raised by or on behalf of the Association shall be applied to further the objects of the Association and for no other purpose provided that nothing herein contained shall prevent the payment in good faith of reasonable and proper remuneration to any employee of the Association or the repayment to members of the Committee of reasonable out-of-pocket expenses.
    • The Honorary Treasurer shall keep proper accounts of the finances of the Association.
    • The accounts shall be examined at least once a year by an independent examiner appointed at the Annual General Meeting.
    • Accounts which have been examined by the Independent Examiner appointed at the Annual General Meeting, shall be submitted by the Committee to the Annual General Meeting as aforesaid. Accounts shall be circulated to all committee members and forwarded to the Charity Commissioners.
    • Bank accounts shall be opened and maintained in the name of the Association with CAF Bank Ltd and Santander UK plc or with such other bank as the Committee shall from time to time decide. The Committee shall authorise in writing the Treasurer, the Secretary and two members of the Committee to sign cheques on behalf of the Association. All cheques must be signed by not less than two of the four authorised signatories.
  • ALTERATIONS TO THE CONSTITUTION

    Alterations to this constitution shall receive the assent of two-thirds of the members present and voting at an Annual or Special General Meeting. A resolution for the alteration of the constitution must be received by the Secretary at least 21 days before the meeting at which the resolution is to be brought forward.

    At least 14 days notice of such a meeting must be given by the Secretary to the membership and must include notice of the alteration proposed. Provided that no alteration to clause 2 (Objects), clause12 (Dissolution) or this clause, shall take place until the approval in writing of the Charity Commissioners or other authority having charitable jurisdiction shall have been obtained; and no alteration shall be made which would have the effect of causing the Association to cease to be a charity in law.

  • DISSOLUTION

    If the 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 Association, it shall call a meeting of all members of the Association who have the power to vote, of which meeting not less than 21 days’ notice (stating the terms of the Resolution to be proposed thereat) shall be given.

    If such decision is confirmed by a two-thirds majority of those present and voting at such a meeting the Committee shall have the power to dispose of 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 charitable institution or institutions having objects similar to the objects of the Association as the Committee may determine.

  • NOTICES

    Any notices may be served by the Secretary on any member either personally or by sending it through the post in a prepaid letter addressed to the member at his last known address in the United Kingdom, and any letter so sent shall be deemed to have been received within ten days of posting.

  • INTERPRETATION

    For the interpretation of this constitution the Interpretation Act 1978, shall apply as it applies to the interpretation of an Act of Parliament.