THE RIFLES AND THE ROYAL GLOUCESTERSHIRE, BERKSHIRE AND WILTSHIRE REGIMENTAL ASSOCIATION
(Registered Charity Number 1038526) CONSTITUTION(2017)
1. The objects of The Rifles and The Royal Gloucestershire, Berkshire and Wiltshire Regiment Association ("the Association" and "theObjects") are to promote the efficiency of the Army by: (a) Maintaining contact between past or present members of The Rifles ("the Regiment") and The Royal Gloucestershire, Berkshire and Wiltshire Regiment ("RGBW"), The Gloucestershire Regiment (28th and 61st), The Royal Berkshire Regiment (Princess Charlotte of Wales's), The Wiltshire Regiment (Duke of Edinburgh's), The Duke of Edinburgh's Royal Regiment (Berkshire and Wiltshire) and The Royal Gloucestershire, Berkshire and Wiltshire Light Infantry ("the Former Regiments"), fostering mutual friendship and providingsocial gatherings for them; (b) Fostering esprit de corps, comradeship and welfare of the Regiment and preserving its traditions and those of the Former Regiments; (c) Relieving, either generally or individually, past and present members of the Regiment and the former Regiments, their families and dependants who are in conditions of need, hardship or distress ("Beneficiaries").
In furtherance of the Objects, but not further or otherwise, the Association shall have the following powers:
(a) To take all necessary action to publicise and disseminate information concerning the histories, deeds and traditions of the Regiment and the Former Regiments and for the encouragement of recruiting;
(b) To promote, encourage and support the conservation, restoration, repair, reconstruction and preservation of property connected with the Regiment, and the Former Regiments, including chattels, buildings, memorials and museums and their contents, and to support the day-to-day operation of such museums;
(c) To receive, take and accept any gifts of property whether subject to any special trusts or not;
(d) To receive and accept contributions by way of donations and otherwise, to raise funds for the Objects, provided that the Association shall not undertake any permanent trading activities in raising such funds;
(e) To assist Beneficiaries by way of grants, gifts, pensions or otherwise. Applications for assistance shall be made to the Secretary to the Trustees;
(f) To make grants to The Rifles and The Royal Gloucestershire, Berkshire and Wiltshire Regimental Trust (Registered Charity Number 1054647 — "the Regimental Trust");
(g) To accumulate funds of the Association for such period as mayfrom time to time be authorised by law;
(h) To do all such other lawful things as shall further the objects.
3. The Trustees of the Association shall be:
(a) The Trustees for the time being of The Rifles and Royal Gloucestershire, Berkshire and Wiltshire Regimental Trust (Registered Charity No. 1054647 — "the Regimental Trust"); and
(b) As ex-officio Trustees, the Chairman of the Association, and the County Chairme of the Association appointed under Clause 13 below, all for the time being, who may serve for a term of up to five years, and be re-appointed.
There shall be four categories of membership of the Association:
(a) Full Membership;
(b) Associate Membership;
(c) Honorary Membership;
(d) Ex-Officio Membership.
5. (a) Full Membership of the Association is available to those officers, warrant officers, non-commissioned officers, soldiers and servicewomen who are serving or who have at any time served in the Regiment or the Former Regiments (whether Regular, Reserve, Territorial Army, wartime or National Service) and Officers and Adult Instructors ofthe Army Cadet Force units affiliated to the Regiment;
(b) All full and honorary members of The Rifles and The Rifles Association may become Full Members of the Association after registering their details with the Association Secretary;
(c) Associate Membership of the Association is available to those who are serving or who have served in other Arms and service units attached to the Regiment and the Former Regiments, and may be conferred by County Committees in consultation with the appropriateBranch Committee;
(d) Honorary Membershipmay be conferredbythe County Committees;
(e) Ex-Officio Membership is automatically conferred on any Association, County or Branch Secretary or Treasurer who, on appointment, is not a Full or an Associate Member.
6. Associate and Honorary Members shall have no right to vote at Meetings.
7. Withdrawal of Membership. The Executive Committee may by unanimous vote and for good reason terminate the membership of any individual, provided that the individual concerned shall have the right to be heard by the Committee, accompanied by a friend, before a final decision is made. 8. Records. A Register of all Members will be maintained by the Association Secretary.
OFFICERS OF THE ASSOCIATION
9. Patron. The Trustees shall invite The Colonel-in-Chief of The Rifles, a Royal Colonel of The Rifles, or some other appropriate person to be the Patron. 10. President. The President will be chosen by the Trustees, subject to the approval of the County Committees. He may serve for a term of up to five years, and may be re-appointed. When due to handover he will, after consultation with the Trustees and the County Chairmen, invite a suitable retired or serving senior officer to replace him. 11. Vice Presidents. The Trustees may, with the approval of the County Committees, appoint:
(a) A Vice-President, to act as a deputy for the President if required, who may serve for a term of up to fiveyears and be re-appointed;
(b) Honorary Vice Presidents, recognising previous serviceto the Association, who may serve for life.
12. Chairman. The President shall, with the approval of the County Chairmen ("County Chairmen"), appoint a Chairman of the Association ("the Chairman"). He shall serve for a term of up to five years, and may be re-appointed. The Chairman shall be the chairman of the Executive Committee and shall be responsible for the direction and management of the County Chairmen, and the Association Secretary and Treasurer.
13. County Chairmen. There will be County Chairmen for the administrative counties of:
(a) Gloucestershire and the City and County of Bristol;
(b) The Royal County of Berkshire; and
(c) Wiltshire. The first County Chairmen are to be appointed by the Trustees, and thereafter by the Trustees in consultation with the County Committees. They may serve for a term of up to five years, and be re-appointed.
14. Association Secretary and Treasurer.
The Association Secretary and the Association Treasurer will be appointed by the Trustees in consultation with the County Chairmen. They shall each serve for terms ofup to five years,and may be re-appointed. If they are not already Full or Associate Members they shall automatically become Ex-Officio Members. The appointments may be combined.
A Chaplain to the Association may be appointed by the Trustees in consultation with the County Chairmen. Branchesmay appoint Honorary Branch Chaplains.
MANAGEMENT OF THE ASSOCIATION
16. The Association will be administered and managed in accordance with this Constitution by the Trustees, the President, theChairman and the Executive Committee, and the County Committees. 17 Executive Committee
(a) The Committee shall consist of: (i) The President; (ii) The Chairman; (iii) The County Chairmen; (iv) Not less than one representative of each of the County Committees, nominated by those Committees andapproved by the County Chairmen, who shall serve for terms of up to five years, and may re-appointed; (v) The Association Secretary and Treasurer;
(b) The Executive Committee will meet as required. Its meetings may be called by the President, the Chairman or the Chairman and the representative or all the representatives of anyCounty Committee together at not less than 14 days notice. One third of the total number of the members of the Executive Committee in office will be the quorum for any meeting. In the case of a tied vote, the chairman of the meeting shall have a casting vote.
(c) The Executive Committee shall be responsible for the effective and efficient running of the Association, the County Committees and the Branches, and it may issue instructions in relation to such matters, and make grants to the County Committees for such purposes, as in their opinion are consistent with this Constitution and in the furtherance of the Objects. The Executive Committee shall be governed by the same rules as those which apply to the Trustees and the County Committees;
18. County Chairmen and County Committees
(a) County Chairmen are responsible for the formation, management, finances and effective running of their County Committees, the Branches of the Association within their respective counties, and any Branches outside their counties associated to their County under Clause 21 below ("Associated Branches", which are included in the general expression "Branches");
(b) The County Committees shall consist of: (i) The County Chairman, the Chairmen of all the Branches within the county (or the authorised representative of any Chairman who is unable to be present at a particular meeting), a Secretary and a Treasurer (nominated by the County Committee); and (ii) Two members of each Branch in the county, approved by the County Chairman and elected at their Branch Annual General Meeting. They shall to serve for terms of up to four years, and may be re-appointed;
(c) County Committees are to meet at least twice a year, and more often if directed by the County Chairman. One third of the total number of members of a County Committee in officewill be a quorum for any meeting.
(d) Each county shall have an Annual General Meeting of all its Branches, and the County Chairman may call Special General Meetings of Branches. All such meetings are to be called at not less than 42 day's notice. The quorum for all such meetings is to be one third of the total number of Members present at the meeting. Whenever possible, the Association Secretary is to attend all County Committee meetings and Branch Annual General Meetings, and a copy of the approved minutes of every meeting shall be sent to himimmediately after the next meeting.
(e) The County Committees are to:
(i) Plan, manage and run Association and Branch events within their county with grants provided by the Trustees and facilitated by the Association Secretary and the County Offices of The Rifles, for the benefit of the Branches in the county, their Affiliated Branches, and the Association as a whole;
(ii) As necessary, issue instructions to their Branches consistent with this Constitution, as shall in their opinion be for the good and efficient running of their Branches and/or the Association; and may: (iii) Make grants to County Committees for entertainment and social events.
19. Travel Expenses
The reasonable travel expenses of the President, the Trustees, the Chairman, the County Chairmen, and members of the Executive and County Committees to and from meetings may be reimbursed from Association funds.
BRANCHES OF THE ASSOCIATION
20. Title. The title of all Branches shall be "The Rifles and The Royal Gloucestershire, Berkshire and Wiltshire Regimental Association, (name of county, city, town or area) Branch". This title, together with the Association logo and the Bugle of The Rifles, is to be used on all Branch stationery and appropriate publications. The badges of the Former Regiments may also be used in publications whereappropriate.
21. Associated Branches may be established in counties other than those specified in Clause 13, and the County Chairmen shall from time to time agree with which of the three counties such Branches ("Associated Branches") shall be linked. Associated Branches shall be treated for all the purposes of this Constitution asif they were within one of the threecounties.
22. Unless otherwise agreed by the Executive Committee, there shall only be one Branch of the Association in any one city, town or area.
23. A register of all Branches, their Chairmen, Secretaries and Committee Members will be maintained bytheAssociation Secretary.
24. The provisions for the general management of the Association shall apply in so far as they are appropriate to the management of Branches and no rule shall be made by any Branch which conflictswith those of the Association.
(a) Each Branch shall be administered by a Committee consisting of a Branch Chairman (whose appointment shall be made by the County Chairman and approved by the Branch Committee), a Secretary, a Treasurer and at least 2 members of the Branch nominated by the Branch members with the approval of the Branch Chairman. No members of Branch Committees shall be remuneratedfrom either Association or Branch funds;
(b) Each Branch shall hold an Annual General Meeting in each calendar year and committee meetings as required. The Committee members shall be elected at the Branch Annual General Meeting and shall retire annually, but shall be eligible for re-election. The quorum for Branch meetings shall be decided by individual Branches;
(c) Each Branch may appoint a Branch President in consultation with the County Chairman. He shall be elected at the Branch Annual General Meeting, and serve for a term of up to five years, and may be re-appointed.
(d) A Register of its members is to be maintained by each Branch.
26. Branch Finance
(a) As far as possible, Branches shall be financially selfsupporting. In the event of any Branch being unable to meet legitimate expenses, an application for a grant may be made to the County Chairman, in writing and with full details;
(b) Branches will be reimbursed by the Association for postage and telephone expenses incurred in the official business of the Association; (c) Funds of Branches provided by the Association shall not be used for purposes other than those authorised by this Constitution;
(d) Branches will keep accounts ofall money received and spent by them, whether provided by the Association or from Branch domestic funds;
(e) Branch accounts shall be made up to 31 March annually and shall be audited by two members of the Branch nominated by the Branch Chairman. After approval at the next Branch Annual General Meeting, a copy of the accounts shall be sent to the Association Treasurer.
(f) The Trustees and the County Chairmen shall have the right to send a representative to examine the accounts of Branches.
(g) Annual Report. Each Branch shall submit to the Association Secretary a report on the activities of the Branch in the form of Notesfor the Association Annual Newsletter.
27. Whenever possible Branch Standards will be paraded on all appropriate occasions. Reasonable expenses incurred by Standard Bearers on parade representing the Association or a County may be claimed with the approval of the County Chairman for attendance at an Association event, or any other event which has the prioragreement of the County Chairman
ANNUAL & EXTRAORDINARY GENERAL MEETINGS
28. (a) An Annual General Meeting of the Association ("AGM") will take place each calendar year on a date, and at a time and a location, agreed by the President, the Chairman, and the County Chairmen, to take note of the accounts and to deal with other matters affecting the Association. A date for the AGM is to bepublished at least 3 months in advance, and if this is a provisional date the confirmed date is to be notified at least 28 days in advance of that date. In the event that it is necessary to change the confirmed date, at least 28 days notice is to be given of the new date. The agenda and all relevant papers will be published on the Association website, and sent to all Members on the Association's email database at least 28 days before the AGM, and they will also be available to Members attending the Meeting.
(b) All decisions at an AGM will be taken on a majority of votes cast at the meeting, unless a higher proportion is stipulated in this Constitution for a particular matter. The location and start time of the AGM are to be chosen so as to encourage the maximum attendance.
(c) Members shall have the right to table motions for consideration at an AGM (other than a motion to alter this Constitution, as to which see Clause 35 below) that have received the approval of the appropriate County Committee, provided that notice of the motion has been given to the Association Secretary not later than 28 days prior to the date of the Meeting.
29. The President, after consultation with the Chairman and the County Chairman, may instruct the Association Secretary to convene an Extraordinary General Meetings of the Association ("EGM") in addition to the AGM. The warning notification to the Membership is to be that applicable to an AGM. Any Full Member of the Association who has the support of 30 other full Members may require the President to convene an EGM on a matter covered by this Constitution. The Association Secretary will promulgate the details of the matter by means of the Association website and database, and otherwise all the provisions above in relation to the calling of an AGM shall apply to an EGM.
30. The President (or the Vice—President or the Association Chairman (as nominated by him) will be Chairman of the Annual, or any Extraordinary, GeneralMeeting
31. Minutes of all Annual and any Extraordinary General Meetingswill be maintained by the Secretary.
32. Reunions are to take place at such places and dates as decided, and be organised, by County Committees in consultation with the Chairman, and the Trustees will provide appropriate grants for those reunions. The Annual General Meeting may be combined with one of these reunions. The Trustees are to provide grants from Association funds for yearly reunions.
DRESS AND INSIGNIA
33. For appropriate public occasions, members are encouraged towear regimental ties, blazer badges and/or lapel badges of the Former Regiments or the Association.
ASSOCIATION NEWSLETTER AND THE BUGLE
34. An Annual Newsletter will be produced by the Association Secretary and published on the Association web site. The Association Secretary is to facilitate the production of articles for The Bugle (the magazine of The Rifles) as required.
CHANGES TO THIS CONSTITUTION
35. Resolutions to change any part of this Constitution shall be submitted in writing to the Association Secretary for consideration by the Trustees, advised by the Executive Committee, at least two months before the AGM or EGM at which such resolutions are to be proposed. The proposer(s) may be asked to attend a meeting of the Chairman and the County Chairmen to consider the proposed changes.
36. The Association Secretary shall then publish copies of such resolution(s) and notice of its/their approval or otherwise by the Trustees, on the Association website and send all Members of the Association on the Association email database copies of them, or post them to those Members not on the database who request it, as early as possible and at not less than 21 days before the resolution is to be proposed. The resolution or resolutions must be passed by not less than two-thirds of the Members present and voting.
37. No alteration made to Clause 1 (Objects), this paragraph or Clause 38 (Dissolution) shall take effect until the written approval of the Charity Commissioners has been obtained; and no alteration shall be made which would have the effect of causing the Association to ceaseto be a charity in law.
38. The Association may be dissolved by a resolution passed by a two— thirds majority of the full membership voting in a postal ballot. Such resolution may give instructions for the disposal (including the sale) 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 not be paid to or distributed among the members of the Association but shall begiven ortransferred to such other charitable institution or institutions having objects similar to some or all of the objects of the Association as the Association may decide as part of such a resolution, and if in so far as effect cannot be given to this provision, then to some other charitable purpose.