a. The Outer Avenue Residents' Association (OARA) is a residents' association open to membership by anyone living in the area represented (see section 1b). Hereafter referred to as the OARA.

b. The area covered by the OARA is defined as that area bounded to the North (and including) Gordon Avenue / Alma Road; to the East by Portswood Road; to the West by The Avenue; and to the South by (and including) Lodge Road. [Also, see map]

c. The Committee of the OARA is a body of up to 12 people elected annually from the membership of the OARA whose role is to conduct the day-to-day business of the OARA and act on its behalf. Hereafter referred to as the Committee.

Our overall aim is to work together with the local community to improve the Outer Avenue area and make it a welcoming, clean, safe, attractive and environmentally-healthy neighbourhood that we feel proud to live in, contribute to and share.

We seek to do this by:

a. taking action on issues of general concern and interest in ways that maintain, protect and improve the area physically or socially for the common good

b. monitoring and seeking to maintain or improve the local physical environment, notably through action related to greening, planning (including building development, roads and parking issues), street cleaning, waste and crime prevention

c. fostering local identity, cultural richness, community spirit and wellbeing through social activities including celebrations, gatherings, promotion of the arts and the sharing of talents and local history

d. raising awareness of the Residents' Association, both locally and among other voluntary and statutory groups, and inviting/encouraging involvement of the local community

e. publishing, seeking and providing information and support for residents, including the means to access services and the knowledge to deal with issues that may arise

f. representing residents' interests, for example by working in partnership with Southampton City Council and other public, private and voluntary organisations and stakeholders as appropriate and responding to consultations

g. communicating regularly with members, including through emails, bulletins/newsletters and organising and holding regular meetings

h. raising funds by means of membership contributions, legacies, grants and fundraising.

a. Membership shall be open to all persons over the age of 18 years and a resident living within the membership boundaries and who recognises and supports the objectives of the OARA.

b. An annual fee may be payable by each member of the OARA, as determined by the OARA at its Annual General Meeting.

c. Whilst everyone is welcome to attend OARA Committee meetings, the participation of non-residents will be at the discretion of the OARA office holders.

d. Statutory, voluntary and local organisations and businesses are entitled, by invitation, to send representatives to OARA and/or Committee meetings. Such representatives shall have no voting rights.

e. All OARA members shall have one vote at each OARA meeting.

In addition to the AGM, the Association will also hold OARA (General) Meetings in the course of the year, with frequency to be decided at the AGM but typically two or three each year.

a. The business of each quarterly meeting shall be:

• Approval of minutes from the previous meeting

• Matters arising and follow up of actions

• Reports from any existing sub-groups

• Current issues (new and on-going)

• Any Other Business

• Date of the next meeting

b. Minutes shall be kept by the Minutes Secretary and all proceedings and resolutions recorded.

c. Any issue requiring a vote shall be decided by a simple majority of those entitled to vote with the Chair having the additional casting vote in the case of votes being equal.

d. The Quorum for meetings shall be 15 members or one third of membership, whichever is lower. Also, at least one third of Committee members must be present for the meeting to be quorate. In the event that no quorum is reached at any meeting, the issues shall stand adjourned until they are passed at the next quorate meeting.

a. An Annual General Meeting (AGM) of the OARA will be held each year and must be held within 15 months of the preceding AGM.

b. At least 21 days notice of the Annual General Meeting shall be given to members by the Secretary.

c. The business of each Annual General Meeting shall be:

• to consider the Annual report of the Committee on its activities during the preceding year

• to approve the independently inspected / audited accounts

• to elect the Committee for the following year

• to consider any other business of which 14 calendar days' notice has been given

d. At each Annual General Meeting of the OARA, the Committee will be elected from its members.

e. All previous elected Committee members will stand down at each AGM, but may stand for re-election.

f. The OARA will elect the following Officers, who will be on the Committee

• Chair

• Vice-Chair

• Treasurer

• Secretary

• Minutes Secretary

• Other roles which may be identified from time to time, e.g. Publicity Officer, Web Master, Fundraiser

g. OARA members can elect further members of the Committee, which shall not exceed 12 members in total.

h. The AGM will also assign an independent inspector / auditor to audit the OARA accounts on an annual basis.

i. Three Committee members or one third of the total OARA membership may call an extraordinary meeting at any time. If so called, the whole Committee shall agree to set up such a meeting

a. Committee members have a responsibility to uphold the reputation of the OARA and act in good faith for its membership.

b. The Committee will have the power to make minor decisions considered inexpedient to await the next scheduled OARA meeting; and which is to the benefit of the OARA membership. Such actions will be reported to the OARA at their next meeting. All other issues and decisions shall be subject to the recommendations of the OARA at their meetings.

c. The Committee may co-opt up to 4 representatives with particular expertise, knowledge or skills, whether members of the OARA or not. These co-opted representatives do not have voting rights.

d. If an elected member of the Committee does not attend three (3) successive Committee meetings without good reason, their membership of the Committee may cease, at the discretion of the Committee. The Chairperson or Secretary will confirm this dismissal in writing.

e. Committee membership may also be terminated if the member brings the OARA into disrepute through certain activities; e.g. acting against the spirit / interests of OARA, criminal acts, etc.

• Any such case arising will be heard by a sub-group consisting of at least the Chair and Secretary plus one other Committee member.

• In addition, 2 nominated Committee members, as requested by the member in question will also attend. This will not include the member in question.

• The member concerned will also have the right to be accompanied or represented.

• This meeting will be confidential.

• The course of action to be taken will be agreed by a simple majority of the 5 Committee members in attendance.

• The Chairperson or Secretary will confirm the decision to the member in writing.

• Any appeal against termination of membership will be heard by the Committee in open session, where the decision will be final.

f. Should a vacancy occur on the Committee, any paid up member may stand for election at the next OARA meeting.

g. The Committee will meet at least once between OARA meetings and at other times deemed necessary.

h. One third of the Committee members shall form a quorum at Committee meetings.

i. No Committee member shall use his or her position for financial or personal gain.

a. From time to time, Working Groups or Sub-Groups may be set up to look at particular issues. These groups will report directly to the OARA and its Committee (usually at meetings).

b. Such Working Groups will be able to investigate, discuss and make recommendations, but unless authorised by the OARA, will not have the power to make decisions on behalf of the OARA.

c. The composition of each Working Group should consist of at least 1 Committee member and 2 OARA members.

a. A bank account shall be held in the name of the OARA.

b. The Committee shall authorise in writing 3 signatories. These 3 signatories will consist of the Treasurer, Secretary and Chairperson.

c. All cheques must be signed by no fewer than 2 of the 3 authorised signatories. If the Treasurer signs, this signature must appear first, to protect against misuse of funds.

d. The Treasurer shall properly account for all expenditure and income, and shall present an independently inspected/scrutinised report to the Annual General Meeting, plus a statement to the Committee meetings.

e. All monies acquired by the OARA shall be applied to the benefit of the OARA and used solely to promote its objectives, as set forth within this Constitution, and shall be used for no other purpose.

f. Affiliate Groups may engage in non-OARA activities to the extent that they do not use OARA funds, but must report OARA approved activities to the OARA Committee, and, where appropriate, to an OARA General Meeting.

g. The OARA financial year shall run from 1st January to 31st December.

h. The OARA accounts will be independently scrutinised / audited once a year (by the assigned independent inspector / auditor) and presented to the AGM.

i. No funds of the Residents' Association shall be paid or transferred directly or indirectly by way of profit to any member of the Residents' Association.

j. Repayment of reasonable out of pocket expenses incurred by volunteers may be refunded. All receipts and invoices must be kept and a written receipt given for any expenditure.

k. The Committee can authorise expenditure up to a value of £250. Any amount over that needs to be authorised at an OARA meeting.

l. Affiliate Groups may raise income or incur expenditure up to £250 for any project within its own aims and objectives without prior approval by OARA.

Amendments to the Constitution can only be made at the Annual General Meeting. These should be submitted at least fourteen days before the AGM date. A two thirds majority of those entitled to vote are required for the amendment(s) to be successful.

In the event of the OARA being dissolved, the assets, after payment of debts due, will be donated to a chosen organisation with similar objectives. This will be decided by a simple majority vote at an Annual General Meeting or at an extraordinary open meeting.

This revised Constitution was adopted as the Constitution of the Outer Avenue Residents' Association at the Annual General Meeting held on the 11 April 2022.

Signed Chairperson

Signed Secretary

Signed Treasurer

DATE: 11 April 2022

This Constitution was adopted as the Constitution of the Outer Avenue Residents Association at the first Annual General Meeting held on the xx/xx/xx.

The following persons were elected as trustees and committee:

Signed Chairperson

Signed Vice Chairperson

Signed Secretary

Signed Treasurer

Signed Minute Secretary

DATE