The parent body of
the Orchestra was originally ‘The City of Sunderland Millennium
Orchestral Society’ (CoSMOS), which was founded by John Lennox, Mark
Greenfield and Winifred Lundgren in 1999, and which became a Registered
Charity on 20/09/2000.
The name of the
Charity was changed to Sunderland Symphony Orchestra in 2010 for
marketing and promotional reasons.
6. General Meetings
13. Amendment of
14. Byelaws and Rules
The name of the
Charity is Sunderland Symphony Orchestra. (Formerly 'City of Sunderland
Millennium Orchestral Society').
enhance, encourage and develop musical activities in Sunderland and the
The objectives of the orchestra are to
promote, improve, develop, and maintain public education in, and
appreciation of, the art and science of music in all its aspects;
particularly but not exclusively through the maintenance of an
orchestra, the presentation of concerts, the provision of tuition and by
other such charitable ways as the orchestra, through its trustees, shall
from time to time determine.
furtherance of the Objectives, but not otherwise, the orchestra may:-
Maintain and support a symphony orchestra for the City of Sunderland
Organise musical education and training through workshops.
4.4 Employ and
remunerate such staff (who shall not be members of the Executive
are necessary for the proper pursuit of the objectives.
4.5 Acquire and
dispose of property (subject to any consents required by law).
4.6 Invest funds in
any lawful manner provided that professional investment advice is
whenever it is prudent to do so.
money with or without giving security (subject to any consents required
4.8 Raise funds
by membership, patronage, sponsorship, and by any lawful means except
gifts either for the general purposes of the charity or for a
or connected with the objectives.
4.10 Support charitable causes
through musical activities.
4.11 Do anything
else within the law, which is necessary in carrying out the objectives.
5.1 Membership is
open to any individual or organisation who supports the aims and
objectives of the orchestra, and who completes the application form
approved by the Executive Committee.
5.2 The categories of
membership are :
- playing members
- honorary members
[* - one representative for each].
President, Vice-Presidents, Musical Director, any Associate Musical
Directors and the Holding trustees are ex-officio members.
5.4 Every member
(other than ex-officio members and honorary members) must pay an annual subscription as
agreed each year at the Annual General Meeting.
individual member has one vote at general meetings.
5.6 A member may
resign his, her or its organisational membership at any time. Any
are three months in arrears with their subscriptions are deemed to have resigned, but may rejoin
on payment of the arrears.
5.7 If the
Executive Committee considers that a member's conduct is harmful to the
orchestra it may by resolution require the member concerned either to
resign or to put their case to a meeting of the Executive Committee.
5.8 Where the
Executive Committee is satisfied after hearing the case put by or on
behalf of the member concerned that the member should leave the
orchestra it may terminate that membership by written notice and that
notice is final.
5.9 The Executive
Committee must keep a list of members in each category.
6. General Meetings
6.1 There must be an
Annual General Meeting [AGM] of the members of the orchestra once in
every calendar year.
6.2 At the AGM the
the Executive Committee's report for the previous year;
Receive the Treasurer's report and accounts for the previous year;
Elect the Executive Committee for the following year;
Review the membership subscription rates;
Discuss and advise the new Executive Committee on matters of policy;
Appoint an auditor or independent examiner for the accounts.
any other matter of which notice has been given.
6.3 A Special
General Meeting may be held at any time if called by the Executive
Committee or if at least 10 members of the orchestra make a written
request to the Executive Committee.
6.4 A Special
General Meeting must be called within two weeks of such a request.
6.5 A General Meeting
requires 28 days' notice to be given to the members specifying the
matters to be dealt with.
6.6 A quorum at a General Meeting is
15 members present in person or a minimum of one third of the
membership, whichever is the smaller number. If there is no quorum the
meeting may be adjourned for at least 14 days and the number present at
the adjourned meeting if at least three will constitute a quorum for
6.7 The Chairman
of the Executive Committee or in his absence the Vice-Chairman or some
other person elected by the meeting takes the chair at General Meetings.
6.8 Except where this constitution
provides for a larger majority on a specific question, every question is
decided by a majority of the votes cast. In the case of equality of
votes the Chairman has a second or casting vote.
Executive Committee is the body responsible for the management of the
On election, committee members will assume the positions
and responsibilities of the Charity Trustees of the orchestra.
7.2 The Executive
consists of the Chairman, Vice-Chairman, Secretary, Treasurer,
Membership Secretary, Fund-Raiser, Orchestra Manager, and PR and
Marketing Officer. The President and Vice-Presidents shall be invited to
attend all Committee Meetings.
7.3 The members
of the Executive are elected annually at the AGM and normally hold
office until the end of the AGM the following year. All shall be members
of the orchestra.
7.4 The Executive Committee may
co-opt up to two additional members who shall serve for the duration of
7.5 A member of the Executive
who resigns by written notice to the Executive, who is absent from three
consecutive meetings of the Executive without sending an apology, or who
is disqualified by law from acting as a charity trustee, ceases
automatically to be a member of the Executive.
vacancies in the Executive may be filled by the Executive by co-option,
and a co-opted member will have the same voting powers and hold office
for the same period as the Executive Member he or she replaces.
8.1 The Executive
must meet at least once every two months. A special meeting of the
Executive may be called at any time on seven days notice. A quorum at
Executive meetings is three.
question is decided by a simple majority of the Executive members
present and voting at a meeting. In the case of equality of votes the
Chairman of the meeting has a second or casting vote.
8.3 The Executive
may appoint sub-committees including at least two Executive members to
advise them or to carry out specific tasks in the management of the
orchestra but sub-committees must always report back to the Executive as
soon as possible.
8.4 The Executive
must keep minutes of its meetings and proceedings and keep safe all
records relating to the orchestra in accordance with Charity Commission
and other legal requirements.
8.5 The Executive
may make rules to govern its own proceedings and the proceedings of
sub-committees so long as they are not inconsistent with the provisions
of the Constitution.
candidate for election to the Executive must be nominated and seconded
by members of the orchestra and must give written consent to stand for
and consents must be sent to the Executive at least seven days prior to
deemed appropriate, the Chairman at an AGM may ask for nominations from
the floor for any unfilled vacancy. Any unfilled post may subsequently
be filled by appointment of a suitable person by the Executive
Executive shall maintain one or more accounts in the name of the
Sunderland Symphony Orchestra at a bank or building society. All funds
of the Charity, including all donations, contributions and bequests,
shall be paid into such accounts and all funds must be used in
furthering the aims and objectives.
withdrawals from the orchestra accounts must be authorised and signed by
at least two members of the committee.
10.3 No member of the Committee
may be employed by the orchestra or receive any payment or other benefit
from its funds except for reasonable out of pocket expenses properly
incurred for the purposes of the Charity.
10.4 The Executive is
responsible for the keeping of books of accounts and for the preparation
of an annual report and annual statement of accounts for the orchestra,
copies of which must be sent to the Charity Commission as required by
10.5 The Executive is
responsible for arranging the accounts of the orchestra to be audited by
a registered auditor, or, so long as the income or expenditure for the
year in question does not exceed 100,000 pounds, examined by an
11.1 Subject to the provisions of
sub-clause (2) of this clause, the Executive shall cause the title to
all land held by or in trust for the orchestra which is not vested in
the Official Custodian for Charities and all investments held by or on
behalf of the orchestra to be vested in a corporation entitled to act as
a custodian trustee or in not less than three individuals appointed by
the AGM as holding trustees. Holding trustees may be removed by a
resolution of the AGM, or Special General Meeting, and shall act in
accordance with the lawful directions of the Executive. Provided they
act only in accordance with the lawful directions of the Executive, the
holding trustees shall not be liable for the acts and defaults of its
11.2 If a corporation entitled to act
as custodian trustee has not been appointed to hold the property of the
orchestra, the AGM, or Special General Meeting, may permit any
investments held by or in trust for the orchestra, to be held in the
name of a clearing bank, trust corporation or any stockbroking company
which is a member of the International Stock Exchange (or any subsidiary
of any such stockbroking company) as nominee for the Executive, and may
pay such a nominee reasonable and proper remuneration for acting as
Whenever notice has to be given to the members of the orchestra under
the provisions of this Constitution it must be delivered either by
e-mail, by hand
or by post to the member's last known address in the UK (or published in
the orchestra newsletter).
12.2 Whenever any notice is
required to be given to the Executive it must be delivered either by
e-mail, by hand or
sent by post to the Secretary.
12.3 Whenever any notice is
given by post, it is deemed to have been received 48 hours after
13. Amendment of
The provisions of this Constitution may be
amended at a General Meeting by resolution passed by two thirds of the
members present and voting but;
13.1 Notice of the terms of the
proposed amendment must be given with the notice calling the meeting;
13.2 No amendment will be valid if it
would bring about a fundamental change in the aims and objectives;
13.3 No amendment will be valid if
its effect would be that the orchestra ceased to be a charity according
to English Law;
13.4 No amendment may be made to
Clause 1 (Name), Clause 2 (Aims), Clause 3 (Objectives), Clause 10.3
(Executive members not to be remunerated), Clause 15 (dissolution), or
this Clause without the prior consent in writing of the Charity
14. Bylaws and Rules
The Executive Committee shall have the power to make, repeal or alter
bylaws and rules as required for the better management of the Society,
subject to them being ratified at the next General meeting.
15.1 The orchestra may be dissolved at
a General Meeting by resolution passed by two thirds of the members
present and voting.
15.2 In the event of a dissolution,
the members of the Executive holding office will remain responsible for
the orderly winding up of the affairs of the orchestra.
15.3 After paying or making provision
for all debts and liabilities of the orchestra the Executive shall
transfer any remaining assets to one or more registered charities having
similar aims and objectives chosen either by the members in General
Meeting at the time of dissolution or afterwards by the Executive.
15.4 The Executive
shall send a final statement of account to the Charity Commission.
Any dispute as to
the interpretation of this Constitution or as to the propriety of any
action taken or proposed by one or more members of the Executive may be
resolved by unanimous decision of the Executive or referred to an
independent advisor or mediator.
constitution was adopted at a meeting of members
at West Park Church on Wednesday 21st March 2012.
Playing members shall normally be of a minimum age of 16 years.
Playing members shall normally be of a minimum of grade 5 standard.
3 Intending members will be interviewed by the Musical
Director, who will assess their performance during three practices. If
found to be of a suitable standard, then such persons will be expected
to become members of the Orchestra after six weeks attendance.
4 All members are expected to assist in the running of
the orchestra by, for example, stewarding, selling tickets or
programmes, or by serving refreshments at concerts.
Members are expected to be punctual.
Members should send apologies for enforced absences.
7 Members are responsible for the safety and insurance of
their own property, including instruments, while engaged on Orchestra
8 No items belonging to the orchestra shall be borrowed
or removed from the practice hall without the express permission of
either the Secretary or Chairman. Any items borrowed shall be signed for
and returned by the due date. Any loss or damage is the responsibility
of the borrower.
9 The use of bad, insulting, or abusive language or
behaviour is not acceptable at any Orchestra activity.
10 The Orchestra year begins on the first day of January.
Annual subscriptions shall then become due. If paying by instalments,
payments are due on 1st January, 1st May and 1st
September. Any member having difficulty in paying on time should discuss
the matter with the Membership Secretary.
11 The Annual General Meeting should be held on a
Wednesday night following a concert, if possible, or if not, on a night
other than a Wednesday.
12 A copy of the minutes of all committee meetings shall
be displayed on the Orchestra notice board for a minimum period of one
13 Where the orchestra has more playing members for a
particular instrument than there are available desks in any concert, the
Musical Director shall determine which members actually play, or shall
divide the playing between members.
14 The Treasurer will conduct an annual check of the
15 Financial policy. It is intended that the cash
balance in the bank at the end of the financial year (December 31st)
should be at least one year’s (preferably two year’s) anticipated
Bylaws agreed at committee meeting 21st March 2012 at West