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- Name
- Blarney & District Chamber Of Commerce
- Location
- The office of the Chamber shall be located within the catchment area.
- Interpretation
- In the event of any question arising as to the interpretation or application of these Rules, the Committee shall decide the matter, subject to an appeal for a final decision to a general meeting of the Chamber.
- Definitions
- In this Constitution unless the context otherwise requires:
- “Committee” means the Committee of the Chamber for the time being duly constituted as such in accordance with section 10
- “Chamber” means Blarney & District Chamber Of Commerce;
- “Member” means a Member of the Chamber who has paid the agreed subscription in the current financial year;
- “Officers” means Chairperson, Vice Chairperson, Secretary, Treasurer and other roles of the Blarney & District Chamber Of Commerce;
- “Rule” means rules of this Constitution.
- In this Constitution unless the context otherwise requires:
- Objectives
- The objectives of the Blarney & District Chamber Of Commerce shall be:
- To effectively represent the commercial, industrial and professional community of Blarney & the District of Blarney in its broadest sense and to promote the economic, tourist, retail, cultural, community and environmental development of the district with an aim to maintaining business growth in Blarney & District;
- To take an active interest in all matters of the moment affecting Blarney with the view to improving, promoting and protecting the interests of Members;
- To promote within the community the ideals of hard work and achievement;
- To aid the Community in the development of a commercial environment in which entrepreneurship can flourish;
- To establish a rapport with civic, business, ethnic and other sectors of the Community and be recognised as representing and presenting the view of commerce to the Community;
- To assist in the promotion of trade and to keep Members informed of trade opportunities;
- To keep Members informed on important matters affecting trade, commerce and industry, retail and tourism;
- To promote, support or oppose legislative or other measures affecting trade, commerce, transport, manufacturing, industry and tourism.
- The objectives of the Blarney & District Chamber Of Commerce shall be:
- Membership
- To become a Member of Blarney & District Chamber of Commerce, the following requirements must be met;
- Members must complete the online application form
- New applicants must agree to the Terms & Conditions in the constitution of the Blarney & District Chamber of Commerce.
- Completed application forms will be assessed by the Membership Committee with due diligence in regard to the criteria and the application will be brought to the next Chamber meeting where members will be asked to confirm verbally to accept the new applicant. A proposer & seconder will be required from current members before membership is deemed approved. The proposer & seconder will be noted on the application.
- If the membership application does meet the criteria, the applicant will be informed by the membership committee and an invoice will be sent to the applicant. Once the fee has been paid the applicant will become a member of the Chamber. The Chairperson will be informed when membership is validated.
- If the membership application does not meet the above criteria, the Company seeking membership will be informed. The Chairperson will be informed.
- Notification of fully subscribed new memberships will be presented to the weekly meetings under ‘New Members’ on the agenda.
- Proposing & Seconding of New Memberships:
- Only existing fully subscribed members may propose or second a new membership application.
- This process occurs in tandem with the new member’s online application.
- Before proposing or seconding a new membership, existing members are deemed to accept that the Membership Application meets all of the Membership criteria listed above and that being fully cognisant of the responsibility of proposing/seconding proposed new memberships, they have proposed/seconded the new membership application without any coercion or cause for concern.
- Only a fully subscribed Member may vote at a General Meeting of the Chamber, there being only one vote per membership.
- The Treasurer shall maintain a register of all businesses who have become Members. Any change in contact details should be sent to the Treasurer.
- If a membership is paid by a Company and the representative who normally attends the meetings leaves the Company, the membership is only available to the Company who may send a new representative. The position does not belong to employees or ex -employees.
- Termination of Membership
- If any member acts in a manner detrimental to the interests of the Chamber, the membership of such member may be suspended or terminated by a resolution carried by a majority of two‐thirds of the votes recorded in respect of same at a a General or an Extraordinary General Meeting
- Subscription
- The committee will agree an annual contribution which upon payment of same, those who have met the membership criteria shall be deemed ‘Members’. The annual subscription shall then be payable each year on the same date/month of the first membership subscription.
- The present annual subscription will be €200.
- Committee
- Apart from any determinations made by a General Meeting of Members, the policy of the Chamber is to be determined by the Committee. The Committee will also deal with the management of the business and finances of the Chamber and with other matters provided for by this Constitution.
- The Committee will consist of:
- Chairperson
- Vice Chairperson
- Treasurer
- Secretary
- It may also include
- Membership Officer who may also be one of the above.
- Special P.R.O. (Non Committee Member)
- A minimum of four and maximum of six Members all of whom, will be elected at the Annual General Meeting of the Chamber.
- All Members of the Committee must hold office until their successors are appointed but the elected positions must be declared vacant immediately prior to the Annual General Meeting.
- Maximum length of time for Committee Members to stand will be 4 years with the outgoing Chairperson to act as Ex Officio Chairperson with no voting or decision making obligations at committee level for a further year to allow for continuity and support of the new committee.
- Vacancies on the Committee
- A position on the Committee will be deemed vacant if a Member:
- Resigns their Membership of the Committee by notice in writing sent to the Chairperson
- Fails to attend 4 consecutive meetings of the Committee of which they have had due notice unless they have been granted leave of absence by a resolution of the Committee
- Is removed from office at a Special General Meeting of Members of the Chamber;
- Dies, or departs for more than 6 months from the Republic of Ireland.
- In the event of a death, disqualification, or resignation of the Chairperson, the Committee will elect, either the Vice Chairperson to be Chairperson or if the Vice Chairperson is not prepared to act, then any member of the Committee.
- In the event of a death, disqualification, or resignation of any other member of the Committee, they may be replaced by another Committee member following a vote of the Committee.
- In the event of the membership of the Committee falling below the minimum of four members, then the Committee may co‐opt up to two more members to the Committee to act as full Committee members until the next General meeting. If there is still a shortfall in the required number of members, then the process for convening an Extraordinary General meeting shall start with the purpose of appointing the required number of members to the Committee.
- A position on the Committee will be deemed vacant if a Member:
- Election of the Committee
- The Committee shall be elected by a simple majority ballot at the Annual General Meeting. The Committee shall hold office until the next Annual General meeting when they shall retire but shall be eligible for re‐election.
- Procedures at General Meetings
- An AGM (Annual General Meeting) of the Chamber is to be called once a year
- The following reports shall be presented to Members attending the meeting;
- Receiving and if thought fit, adopting the Minutes of the previous AGM or Extraordinary General meeting that has been held during the year
- Receiving the Chairpersons Annual Report on the work of the Committee
- Receiving the statement of accounts and Treasurer’s report for the year duly audited by the committee of The Blarney & District Chamber Of Commerce
- The election of office bearers and Committee for the ensuing year will take place
- Dealing with any other business of which it has been given notice of at least 14 days before the meeting.
- Notice of General Meetings
- A notice of meetings of the Chamber must state the business of the meeting, and notice must be given at least 14 days prior to the meeting, to all Members entitled to attend a general meeting.
- Quorum for a General Meeting
- No business shall be transacted at a general meeting of the Chamber unless a quorum is present. A quorum shall be ten members or 10% of the membership, whichever is greater.
- Chair: The Chairperson or in their absence, a Vice Chairperson will be the Chair of all general meetings or in their absence the meeting will elect the Chair of that meeting.
- Voting: Only a Member present at the AGM may vote, with only one vote per membership. Voting at all General and Special Meetings will be done by a show of hands. A proposer and seconder or any two Members may request a vote to be recorded by ballot of the Chamber.
- Decisions: Except where otherwise required by this Constitution, decisions of the Chamber at a General Meeting will be passed by a majority of Members present and voting. In the event of an equality of votes, the Chair of a meeting will have a casting vote as well as a deliberate vote.
- Extraordinary General Meetings:
- A General Meeting of the Chamber other than an Annual General Meeting shall be an Extraordinary General Meeting. The Committee and the Chairperson may, whenever it deems appropriate upon requisition of 10% or ten members of the Chamber, whichever is greater, convene an Extraordinary General meeting of the Chamber.
- The requisition must:
- Be in writing;
- State the objects for which the meeting is being called;
- Issue notice by circular to all Members of the Chamber entitled to attend at least 14 days prior to the meeting;
- State and transact only the business for which the meeting is convened
- Observe the rules and procedures for the meeting as those of General meetings;
- Meeting shall then be convened by the Secretary, for a date not less than fourteen days and not more than twenty‐eight days after lodgement of the requisition.
- The requisition must:
- A General Meeting of the Chamber other than an Annual General Meeting shall be an Extraordinary General Meeting. The Committee and the Chairperson may, whenever it deems appropriate upon requisition of 10% or ten members of the Chamber, whichever is greater, convene an Extraordinary General meeting of the Chamber.
- Notices
- Any notice given under these Rules is deemed to be duly given if,
- it is handed to the person to whom the notice is to be given personally; or
- it is left at the address appearing in the Chamber’s Register of Members; or
- it is posted to the Member in a prepaid envelope addressed to that member; or
- it is sent to the email address appearing in the Chamber’s Register of Members.
- Any notice given under these Rules is deemed to be duly given if,
- Alteration of Constitution
- This Constitution may at any time be altered in a manner resolved by a quorum which shall be ten members or 10% of the membership, whichever is greater of Members present and voting at the Annual General Meeting or at an Extraordinary General Meeting of the Chamber convened for that purpose. The intention to propose an amendment and full details thereof shall be included in the Notice convening the Meeting.
- Elections
- Elections for Chairperson, Vice Chairperson, Secretary, Treasurer and Committee Members will take place at the Annual General Meeting of the Chamber.
- A candidate for election must be a fully subscribed Member
- A Director of Elections will be appointed from the membership 14-28 days before the AGM.
- A candidate for election must be nominated in writing by one Member of the Chamber and seconded by another. The nomination papers must contain the candidate’s signed consent to the nomination and be lodged with the Director of Elections at least seven days before the day of the election.
- If the number of candidates is equal to the number of vacancies, the Director of Elections will declare the candidates duly elected.
- If the required number of nominations are not received seven days before the meeting, nominations will not be accepted at the Annual General Meeting.
- If the number of candidates is less than the number of vacancies, the Director of Elections will declare the candidates duly elected. As soon as it is convenient after the meeting, the Committee in office at the time will fill the remaining vacancies.
- If the number of candidates nominated exceeds the number of vacancies to be filled, an election by ballot will be conducted.
- Any candidate may withdraw their nomination any time by notifying the Director of Elections in writing.
- To be eligible to become the Chairperson/Vice Chairperson a person must have been an attending Member of the Chamber for at least 12 months & 6 months respectively prior to the Annual General Meeting at which the election takes place.
- Chairperson
- A person cannot hold the office of Chairperson for more than four successive years. After a four year term, the Chairperson must retire from office and will not be eligible for re‐election as Chairperson for one year; with the outgoing Chairperson to act as Ex Officio Chairperson with no voting or decision making obligations at committee level for a further year to allow for continuity and support of the new committee.
- Members may resolve by a resolution passed by a two third majority of members present at a general meeting, that the same person can (subject to re‐election) hold office as Chairperson for a further one successive year.
- Procedures
- Monthly and Special meeting.
- The Committee will, unless otherwise determined by the Chamber in a General meeting, meet once every three months, special meetings of the Committee may be convened by the Chairperson or a Vice Chairperson, or by any other three Members of the Committee.
- The Committee will, unless otherwise determined by the Chamber in a General meeting, meet once every three months, special meetings of the Committee may be convened by the Chairperson or a Vice Chairperson, or by any other three Members of the Committee.
- Monthly and Special meeting.
- Notice of Meeting
- Notice of a meeting of the Committee, stating the business of the meeting must be given by the Secretary to each Member of the Committee at least three days prior to the meeting or by way of a fixed schedule of meetings.
- Chair of Meetings
- The Chairperson, or in their absence, a Vice Chairperson, shall be the Chair of all meetings of the Committee, or in their absence, the Committee may elect a Member to chair the meeting.
- Quorum
- No business will be transacted at any Committee meeting unless a quorum of Committee members is present at the time when the meeting proceeds to business.
- Unless otherwise determined by the Committee, three Members of the Committee constitutes a quorum.
- Decisions of the Committee shall be reached by a simple majority vote. All members of the Committee shall have a vote including the Chairperson and in the event of a tie the Chairperson shall have the casting vote.
- Duties of Committee Members
- The Chairperson shall preside at the General Meetings of the Chamber and at all Meetings of the Committee. He/she shall be responsible for the orderly conduct of the Meetings. The Vice‐Chairperson in the absence of the Chairperson, shall have the same duties as the Chairperson.
- The Secretary shall, subject to the instructions of the Committee, be responsible for the correspondence of the Chamber, the issuing of notices to Members and for such other duties as the Committee shall from time to time determine. He or she shall be responsible for the proper and accurate recording of the Minutes of all General and Committee meetings.
- The Treasurer shall;
- Keep a proper account of the Receipts, Payments and Financial Affairs of the Chamber, receive all monies which from time to time may be payable to the Chamber and pay and discharge all debts and liabilities of the Chamber.
- Lodge all monies to an Account in the name of the Chamber, at such Bank or Banks as the Committee shall from time to time direct, except that he or she will retain an amount not exceeding €150 as Petty Cash.
- Furnish to the Committee a Financial Statement for the year, with all relevant Books of Account, and Receipts for payment.
- The Treasurer shall place before each Annual General Meeting a balance sheet and an Income and Expenditure loss account for the financial year ended, both duly audited by the committee.
- Powers of the Committee
- The Committee is empowered to do all things required for the management of the Chamber and for the furtherance of the Chamber’s objectives except those things, which, according to this Constitution must be done by the Chamber in General Meetings.
- All decisions of the Committee may be agreed by a simple majority of those present. In the case of a tie, the Chairperson shall have the casting vote.
- The Committee may enter into contracts on behalf of the Chamber that it deems advisable and at all times may dispose of funds of the Chamber that it deems to be in the best interest of and for carrying out the objectives of the Chamber.
- The Committee may refer questions of general importance to the Members of the General Meeting.
- To purchase, take on lease or in exchange, hire, or otherwise acquire for the purpose of the Chamber any real or personal property;
- To raise money from Members for the purposes of the Chamber
- To conduct bank accounts that are deemed necessary by the Chamber;
- To invest the moneys of the Chamber in such securities as may from time to time be necessary or convenient;
- To affiliate or co‐operate with any institution, society or association having objectives similar to those of the Chamber;
- To subscribe money for charitable or benevolent objectives or for any public, general or useful objects;
- To engage professional assistance of any kind and remunerate any person for services rendered or to be rendered in or about the formation, reconstruction or promotion of the Chamber or the conduct of its affairs;
- To print and publish electronically or non‐electronically, all or any of newspapers, periodicals, pamphlets, circulars, bulletins, web pages or newsletters. To use or cause to be used, any form of media, radio or television, e‐mail, or facsimile to promote to the community or to Members any of the objectives of the Chamber;
- To maintain a register of all business eligible for Membership and make such list available to Members except in respect of email addresses which may only be used by the Chamber itself.
- To promote, undertake and carry on research and every type of investigation with respect to industrial, commercial, economic, fiscal, social, education, legal, environmental or any other matters thought necessary or desirable in the promotion of the objects of the Chamber
- To enter into any arrangement with any Government or Authority that is incidental or conducive to the attainment of the objects and the exercise of the powers of the Chamber
- To obtain from any such Government or Authority any rights, privileges, grants and concessions which the Chamber may think it desirable to obtain and to carry out, exercise and comply with such arrangements, rights, privileges and concessions
- To do all such other things in pursuit of the objects of the Chamber as may be deemed necessary or desirable.
- Financial Affairs
- The Financial year of the Chamber shall be deemed to commence on the 1st day of January and to end on 31st day of December of the same calendar year.
- The finances of the Chamber shall be subject to the control and direction of the Committee and they shall cause to be kept full and proper accounts of the sum of money received and expended by the Chamber and the matter in respect of which such receipts and expenditure take place and of all property credits and liabilities of the Chamber and shall prepare and submit to the Annual General Meeting a Statement of Accounts and Balance Sheet of the Chamber for the previous year
- The Committee will prepare and approve the annual budget.
- All cheques, withdrawal vouchers, or other orders for payment drawn on the Chamber’s Bank Accounts shall be signed by the following:
- Chairperson
- Treasurer
- The Committee will be responsible for keeping a correct and up to date accounting record with full details of all receipts and expenditure connected with the work of the Chamber.
- The Treasurer will present to each meeting of the Committee, a true and correct financial statement.
- The financial statement, or summary of the financial statement, will form a part of the minutes of the meeting at which it is presented.
- The accounts of the Chamber may be published from time to time as the Committee determines or otherwise made available to Members.
- The Financial Statements shall be considered by the Committee prior to its submission to the Annual General Meeting.
- Special Committees
- Committees may be appointed by the Committee in connection with any of the matters in which the Chamber is interested. Such Committees shall be known as Special Committees. The Chairperson, Vice‐ Chairperson and the Secretary of the Chamber shall be ex‐officio members of all Special Committees with full voting powers.
- Unless and until acts, orders or resolutions of a Special Committee are ratified by the main Committee they shall have no force.
- The Committee shall appoint the Chairperson of the Special Committee who may or may not be a Member of the Chamber.
- The Special Committee shall consist of a minimum of 3 and no more than six Special Committee members, not including the Chamber Chairperson, Vice‐Chairperson and Secretary, who may be appointed by the Chairperson of the Special Committee in agreement with the Committee of the Chamber.
- No Special Committee may operate a Bank account, although the Committee may open a Bank account for the purposes of the Special Committee. Any such account must have as authorised signatories the same persons nominated to act in this manner
- A quorum shall be three members of the Special Committee
- Decisions of the Special Committee shall be reached by a simple majority vote. All Members of the Special Committee shall have a vote including the Chairperson and in the event of a tie the Chairperson shall have the casting vote.
- Audit
- The committee must audit the accounts of the Chamber once a year and the committee is entitled to full and free access to all accounts, records, documents and papers of the Chamber relating directly or indirectly to the receipt and payment of monies or to the acquisition, receipt, custody or disposal of assets by the Chamber.
- Before the Annual General Meeting the committee will examine the accounts and records of the Chamber for the previous financial year and report on whether the accounts and records give a true and fair picture of the financial affairs of the Chamber, and on any other matters arising out of the records that the Auditor considers should be reported to the Members.
- Ownership
- All property of whatever kind belonging to the Chamber will be vested in it. The Chamber will have custody of all deeds and documents of title relating to the property if property is purchased by the Chamber.
- Income and Property
- The income and property of the Chamber will be applied solely towards the promotion of the objectives of the Chamber.
- No portion of the income or property will be paid, transferred or distributed directly, or indirectly to the Members of the Chamber by way of dividend, bonus, or otherwise by way of pecuniary profits to the Members.
- Payments made in good faith of remuneration to any officers or employees of the Chamber or to any person in return for services rendered to the Chamber, are not affected by this rule.
- Minutes
- The Committee will ensure proper minutes are kept of all proceedings of general meetings and meetings of the Committee; all appointments of officers; the names of Members present at each Meeting of the Committee and General Meetings; all resolutions and proceedings of General Meetings and Committee Meetings;
- Any such Minutes of any Meetings of the Committee, General meetings or of any Special Committee or of the Chamber if purporting to be signed by the Chairman of such Meeting shall be receivable as prima facie evidence of the matters stated in such Minutes.
- Dissolution
- The Chamber shall not be dissolved except with the consent of three quarters of the Members present and voting at a Special General Meeting convened for that purpose.
- On the dissolution of the Chamber, the Assets of the Chamber shall be applied first in the discharge of its Debts and Liabilities.
- Any surplus then remaining shall not be divisible among the Members but shall be disposed to a registered Charity.
- Every member of the Chamber undertakes to contribute to the assets of the Chamber in the event of same being wound up during the time that he is a member or within one year afterwards for payment of the debts and liabilities of the Chamber contracted before the time at which he ceases to be a member and of the costs, charges and expenses of winding up the Chamber and for the adjustment of the rights of the contributories amongst themselves such amount as may be required not exceeding one hundred euros.
- Except as otherwise provided by these Rules, the Chairperson shall keep in his or her custody or under his or her control all records, books and other documents relating to the Chamber.
- Resolving Member Issues
- If a member has a complaint about another member the following guidelines are set out to help the committee resolve these issues fairly.
- Both members are requested to meet to discuss their issues outside of the Chamber
- If one or both members refuse, they will then be requested to meet with the committee to try to resolve the issues.
- If an agreement is still not resolved at committee level, the committee can decide the appropriate action which may result in one or both members being dismissed from the Chamber.
- Confidentiality Clause
- Any discussions that happen at Committee level cannot be discussed with any persons outside of the Committee unless agreed otherwise.
- The Chamber operates in an open transparent manner with its members but only when it is sanctioned by the committee.
- Other matters may be confidential, financial or of sensitive nature will not be discussed with the members.
- If any member of the committee is found to be in breach of this confidentiality clause, they will be subject to a disciplinary hearing by the committee and may be asked to step down from their position within the committee and possible expulsion from the Chamber.
- Likewise, in the spirit of supporting our local businesses, sensitive business related information shared by members at the weekly meetings is considered confidential and not for discussion outside of the membership base unless indicated otherwise by the direct member/s involved.
- If any member is found to be in breach of this confidentiality clause, they will be subject to a disciplinary hearing by the committee and may be asked to leave the Chamber.
These are the Rules of the Blarney Chamber of Commerce as adopted at an EGM on the 26th day of June 2020