CONSTITUTION and MANAGEMENT COMMITTEE
1. The Association shall be known as The Old Thorntonians Association (Clapham).
2. To foster contact between former pupils, staff and governors ("Old Thorntonians") of *Henry Thornton School ("the school"); to organise reunions of Old Thorntonians, and such other events as may be deemed appropriate from time to time; and to maintain a register of Old Thorntonians.
3. All former pupils and staff shall be eligible for full membership of the Association, renewable annually. Associate annual membership shall be afforded to other persons (eg, former governors, and families of former pupils) wishing to retain an association with the school. The Management Committee may at its discretion decline to accept applications for membership, including subsequent renewals.
4. Members (both categories) shall pay an annual subscription, as determined from time to time by the Management Committee and ratified at the Annual General Meeting.
5. Every applicant for membership shall receive a copy of the Constitution and shall be deemed to have accepted its terms. All members shall conduct themselves in a way that does not bring the Association into disrepute.
6. The business of the Association shall be vested in a Management Committee ("the Committee") comprising Honorary Officers (as below) and Ordinary Committee members:
President or Vice-President
Four members ("Ordinary Committee members"), each of whom shall, as far as practicable, be representative of one of the following groups of entry years at the school: a. 1930s/1940s; b. 1950s; c. 1960s; d. 1970s/1980s.
7. One-half of the Ordinary Committee members shall retire by rotation at each Annual General Meeting but shall be eligible for re-election at that meeting.
8. Any casual vacancy on the Committee or any office (other than President and Vice-President) arising between Annual General Meetings may be filled by the Committee.
9. The Committee shall have power to co-opt onto the Committee any member for any particular purpose or function, and such co-opted members shall have full voting rights.
10. Three members of the Committee shall constitute a quorum.
11. The Committee shall elect from amongst its members a Chairman who shall hold office for a period of three years, unless the Committee determine otherwise. A retiring Chairman shall not normally be eligible for re-election to that office immediately following his period of Chairmanship.
12. Committee meetings shall be held at such times, frequency and places as the Chairman and Secretary shall determine, and at least seven days' notice (except in case of emergency) shall be given to each member of the Committee.
13. Decisions at Committee meetings shall be made by a simple majority, other than any changes to this Constitution, and in the event of equality of voting the Chairman of that meeting shall have a second or casting vote.
ANNUAL GENERAL MEETINGS
14. An Annual General Meeting shall be held once every year, at such date, time and place as the Committee shall determine, but not later than three calendar months after the end of the financial year (as defined in 31. below]. The Chair will normally be taken by the President or Vice-President.
15. Members shall be given at least 21 days' notice of the meeting.
16. The business of the Annual General Meeting shall be:
a. to receive the Chairman's report of the activities of the Association and the accounts for the preceding financial year; the Auditor's report on the accounts; and the Treasurer's report on the financial position of the Association;
b. to elect Honorary Officers and other members of the Committee [as 6. above];
c. to elect the Auditor for the forthcoming financial year;
d. to ratify the annual subscription for each category of membership [as 3. above];
e. to consider any other matter reasonably raised by members present, and which the Chairman of the meeting considers relevant.
17. Resolutions at Annual General Meetings shall be passed by a simple majority of the votes cast by the members present.
18. Each member present shall have one vote on every resolution.
19. In the event of equality of voting on any resolution the Chairman shall have a second or casting vote.
20. Nominations of members for election to the Committee shall be made in writing to the Secretary not less than seven days before the meeting.
21. Ten members shall form a quorum for the transaction of business.
EXTRAORDINARY GENERAL MEETINGS
22. An Extraordinary General Meeting may be convened at any time by direction of the Committee, or on the signed request of no less than 15 members.
23. Twelve members shall form a quorum for the transaction of business, which may be (but is not necessarily limited to) one or more of the following:
a. removing any or all of the Honorary Officers, other members of the Committee, and the Auditor, and filling the vacancies caused by such removal;
b. amending the Constitution;
c. dissolving the Association.
24. In respect of an Extraordinary General Meeting convened by members, those members will indemnify the Association for any costs arising.
25. Each member present shall have one vote on every resolution.
26. Resolutions at Extraordinary General Meetings shall be passed by three-quarters of the votes cast by members present.
NOTICES OF MEETINGS
27. Such notices shall be sent to members' last notified postal addresses or, at the Secretary's discretion, by e-mail for those members with an electronic address notified to the Secretary.
28. The annual subscription for membership of the Association will be payable on submitting an application.
29. For the inaugural year of the formation of the Association it is proposed that the following levels of subscription will be payable:
a. Full members: £10
b. Associate members: £6.
30. The annual subscription shall be payable in advance on 1 January each year, except that, for those members joining between 31 October and 31 December in any one year, the subscription shall be deemed to cover the period from the joining date until 31 December in the following year. A member whose subscription is more than one full year in arrears shall be deemed to have resigned from the Association.
FINANCIAL YEAR AND ACCOUNTS
31. The financial year of the Association shall run from 1 January.
32. As soon as practicable after the end of the financial year the Treasurer will prepare:
a. a statement showing the Association's assets and liabilities as at the end of the financial year;
b. a statement of income and expenditure during that year.
33. These statements shall be audited by the Auditor before presentation to the next Annual General Meeting.
34. The Auditor may be a member of the Association. He/she shall be appointed at each Annual General Meeting and shall hold office until the conclusion of the following Annual General Meeting.
35. An account in the name of the Association shall be opened at a bank or other appropriate financial institution specified by the Committee.
36. Cheques drawn on the account shall be signed by any two of the following: Chairman, Vice-Chairman, Treasurer or Secretary, all such disbursements being subsequently ratified by the Committee.
37. Members of the Committee shall not be liable (except as members) for any loss
suffered by the Association as a result of proper discharge of their duties on its behalf, save for any loss arising from their wilful default, and they shall be entitled to an indemnity from the assets of the Association for all expenses and other liabilities incurred by them in the proper discharge of their respective duties.
38. The Association may be dissolved:
a. by a resolution passed at an Extraordinary General Meeting convened for that purpose; or
b. by a resolution of the Committee if the total number of members in current membership is less than 20 for a period of not less than 12 months.
39. Such dissolution shall take effect from the day on which the resolution is passed and the Committee shall be responsible for the winding-up of the Association.
40. If any funds remain after the discharge of all debts and liabilities of the Association, they shall be distributed to members at the date of dissolution or to any charity, or both, as determined by the Committee.
AMENDMENTS TO CONSTITUTION
41. This Constitution may be amended only by a resolution passed:
a. by the Committee, subject to ratification at the next Annual General Meeting; or
b. at an Extraordinary General Meeting, as 23b. above.
*At Clapham, SW4, including the temporarily renamed "South-West London Emergency Secondary School for Boys" during WW2; and also during the wartime evacuation to Chichester (at Chichester High School for Boys)
This Constitution was adopted at an Extraordinary General Meeting of the Association (convened as the second reunion of Old Thorntonians) held on 23 September 2006 at The Windmill-on-the-Common, Clapham, as amended at the Annual General Meeting held on 19 March 2011.
President: Jimmy Hill OBE (1939-45); Vice-President: Michael Caplan (1964-71); Chairman: Jeff Green (1951-8); Vice-Chairman: (Vacancy); Secretary: Ted Hayward (1950-7); Treasurer: Terry Lawlor (1951-6)
1930s/1940s: Brian Robinson (1948-53); 1950s: Chris Bishop (1953-4); 1960s: Peter Greenwood (1961-74); 1980s: (Vacancy) Co-opted as local representative: Mike Surridge (1947-52)