Article 1: Title.
The Society shall be called 'The John Count McCormack Society', hereinafter referred to as the Society.
Article 2: Objectives
The objectives of the Society shall be:-
(a) To honour and perpetuate the name of John Count McCormack as a distinguished artist and as an illustrious Irishman.
(b) To maintain the memory of, and to make known the art of, John Count McCormack
( c) To engage in any activity, including the collection and preservation of any materials connected with John Count McCormack, which would help achieve the objectives above.
Article 3;. Membership
(a) Any person interested in furthering the objectives of the Society shall be eligible to become a member of the Society.
(b) Membership of the Society shall imply acceptance of each and all of the Articles of this Constitution of the Society and of any additional amendment which may hereafter be passed at a General Meeting.
(c) All memberships are renewable annually.
(d) There shall be two types of membership, viz., Ordinary membership and Honorary membership.
(e) A person shall become an Ordinary member of the Society on:
(i) The approval of the Executive Committee (Article 4(d)), and
(ii) Payment of the Annual Subscription and any other fee the Society may decide upon.
(f) A person shall become an Honorary member on the three fourths majority approval of the Executive Committee or by election at a General Meeting. The following Honorary positions may be bestowed:
(i) Honorary Patron.
(ii) Honorary President: This honour shall be given to a person of exceptional status.
(iii) Honorary Vice-Presidents: A person of exceptional status or who has given extraordinary assistance to the Society may be elected an Honorary Vice-President.
(iv) Honorary Members: A deserving person may be elected to Honorary Membership.
Article 4: Management
(a) Ordinary members of the Society in Annual or Special General
Meeting (see Article 8) shall be the supreme authority of the Society.
(b) At the Annual General Meeting the members shall conduct the normal functions of such a meeting, including the elections of Trustees and an Executive Committee of management, which shall act of behalf of the members of the Society for the coming year.
(c) A General Meeting of the Society may devolve whatever powers it deems appropriate to the Executive Committee and to the Trustees.
(d) The Executive Committee shall consist of 4 Officers, viz., a Chairman, a Vice-Chairman, a Secretary, a Treasurer and up to a maximum of twelve 1(4) ordinary Committee members, as may be decided by the electing :General Meeting. Members of the Executive Committee may be elected at a General Meeting or be co-opted by the Executive Committee.
(e) Meetings of the Executive Committee shall be held at least three times per year.
(f) One-quarter of the number of the Executive Committee at the time, rounded up to the next whole number, shall form a quorum for a Committee meeting.
(g) On the death, long term absence or illness or resignation of any officer or member of the Executive Committee or on the death or resignation of any Honorary Member, the Executive Committee may elect a replacement.
(h) The Executive Committee may, if required, appoint three of their number, excluding the Chairman, to act as a Standing Orders Committee.
(i) The Executive shall present an Annual report and Statement of Accounts to the Annual General Meeting.
(j) The Executive Committee shall have power to suspend or expel any member who fails to comply with the Articles of the Society or who acts in a manner inimical to the interests. of the Society. Such suspension or expulsion shall require a two-thirds majority vote of the Executive Committee. The name of any member expelled shall be struck off the register of members.
(k) Any member of the Executive Committee who is absent from three successive Committee meetings without due cause shall be deemed to have resigned from the Executive Committee. The Executive Committee may co-opt a replacement for such member under Clause 4(g) above.
(1) The Executive Committee may appoint Subcommittees for specific purposes and may devolve to such Subcommittees relevant powers necessary for the fulfilment of their functions. At least one of the Officers of the Society shall be appointed to every Subcommittee. Non-members of the Society may be invited by the Executive Committee to act on a Subcommittee.
(m) The Trustees shall oversee the financial affairs of the Society.
Article 5: Officers
(a) The Chairman shall preside at meetings of the Society unless otherwise decided at the meeting. The Chairman shall have both a deliberating and a casting vote.
(b) The Secretary shall be responsible for:
(i) convening all meetings and the due recording of their deliberations and decisions,
(ii) presenting an annual report to the Annual General Meeting,
(iii) correspondence and communications,
(iv) all appropriate books and documents
(c) The Treasurer shall be responsible for:-
(i) maintaining a complete record of receipts and expenditures,
(ii) day-to-day management of the Society's bank accounts,
(iii) day-to-day lodging and withdrawal of monies,
(iv) maintaining a register of paid-up members,
(v) preparing and presenting a Statement of Accounts, duly approved by the Auditor of the Society, to the Annual General Meeting,
(vi) advising the Executive Committee of the current financial position.
Article 6: Finance
(a) The Society's membership and financial year shall be from 1st of January to 31st December.
(b) The Executive Committee may accept donations and bequests on behalf of 2(4) the Society.
(c) The Treasurer shall be responsible for all monies received and for all payments made on behalf of the Society.'
(d) Cash in hand shall not exceed the sum of 150 Euros.
(e) The Society's accounts shall be examined annually by the Auditor of the Society who shall be appointed by the Annual General Meeting or by the Executive Committee.
(f) Cheques payable on behalf of the Society shall be signed by any two of the Officers of the Society (see Article 4(d)).
Article 7: Subscriptions
(a) Each Ordinary member shall pay a subscription each year, the amount of such subscription shall be decided by a General Meeting of the Society.
(b) The annual subscription is due on 1st of January each year.
(c) A member who becomes two months in arrears in payment shall be notified by the Treasurer and, if payment is not made within one month from the issue of such notification, then the member shall be deemed to have resigned.
Article 8: Meetings
(a) The Annual General Meeting shall be held either in the month of January or in the month of February each year. A notice of the time, date, venue and Agenda of the meeting shall be circulated to all members at least one month prior to the date of the meeting. Notice of Resolutions or of Amendments to this Constitution shall reach the Secretary at least fourteen days prior to the date of the Annual General Meeting. Such Resolutions or Amendments shall be in writing and shall be signed by a proposer and seconder each of whom shall be a member of the Society.
(b) The Annual General Meeting shall perform the standard functions of an annual general meeting, such as:-
- election of Executive Officers and ordinary Committee members.
- election of Auditor
- election of Honorary Patron, Honorary President, Honorary Vice-Presidents and any other ordinary Honorary Members.
- election of up to three Trustees.
- election of persons for any other special function such as Archivist, Librarian, or other.
- receive and consider reports and resolutions.
(c) A Special General Meeting shall be called by instruction to the Secretary of
(i) the Executive Committee, or
(ii) the unanimous agreement of the Chairman, Secretary and Treasurer, or
(iii) an application signed by fifteen members of the Society. Members shall receive at least fourteen days prior notice, including Agenda and Resolutions, of any Special General Meeting. A Special General Meeting shall have all the powers and authority of an Annual General Meeting.
(d) Voting at General Meetings shall be by secret ballot except where 90% of the Members present decide otherwise.
(e) The Quorum at a General Meeting shall be one-quarter of the number of current members, rounded up to the next highest whole number or 15 -whichever is the lesser.
(f) If the attendance at a General Meeting is insufficient for a Quorum, the meeting shall be suspended and shall be reconvened within fifteen days at which time ten members shall be sufficient to form a quorum.
(g) If a dispute arises on a point of procedure at any meeting of the Society, the matter shall be referred to the current Standing Orders Committee for resolution. 3(4)
(h) The Chairman may ~ meeting, and no business may be transacted at such adjourned meeting other than business left unfinished at the meeting from which the adjournment took place.
Article 9: Voting
(a) Voting in Elections shall be by Single Transferable Vote.
(b) Notwithstanding the provisions of Article 7
(c), a member whose subscription is not paid prior to the September 30th prior to the Annual General Meeting shall not be entitled to be present or vote at the Annual General Meeting in January or February.
(c) Members who are residing outside Dublin County at the time of a General Meeting may vote by post on Resolutions or Amendments to this Constitution. Such votes shall be sent to the Secretary prior to the meeting.
Article 10: General
(a) Should any question arise regarding the interpretation of these Articles, the decision of the Executive Committee, subject to the overriding decision of a General Meeting, shall be binding on members.
(b) Any alteration or addition to these Articles may only be made by majority vote at a General Meeting by means of a Resolution to that effect properly before the General Meeting.
Article 11: Dissolution
(a) The Society may be dissolved as follows:-
(i) by Resolution carried by at least two-thirds majority of the Members voting at a General Meeting, or
(ii) the consent of at least two-thirds of the Members testified by their signatures to an instrument or document of dissolution.
(b) Upon the dissolution of the Society:-
(i) Property on loan to the Society shall, on dissolution, be returned to the donors, their successors in title or next of kin.
(ii) Memorabilia or other property donated to the Society shall be donated to a suitable museum, archive, collection or guardian.
(iii) The property of the Society, not consisting of money, shall be sold and the proceeds, together with such monies as may be available, shall be applied in satisfaction of the debts and liabilities of the Society and, subject thereto, shal be given to charity as directed by General Meeting or by the Executive Committee.
(iv) If the funds of the Society, on dissolution, prove insufficient to meet all liabilities, including the expenses of winding up, then the deficiency shall be made good by contribution from all members of the Society at the date of the passing of the Resolution of dissolution, subject to maximum of 20 Euros per member.
Article 12 Date of coming into effect
Passed on the___________________