ULSTER RUGBY SUPPORTERS CLUB Endorsement of Approval and Adoption That the within has been approved and adopted by way of a resolution passed by the members at the Annual General Meeting held at H3 Lounge, Kingspan Stadium, 85 Ravenhill Park, Belfast BT6 0DG on 18 May 2015, in substitution for and to the exclusion of the existing constitution and that the constitution be deemed altered and amended accordingly. DATED the day of May 2015 Signed: Signed: Chairperson Secretary 1
Ulster Rugby Supporters Club Constitution 2
Index 1. Name 2. Purposes 3. Membership 4. Resignation from membership 5. Effect of resignation, expulsion or death 6. The Committee 7. The size and role of the Committee 8. The composition of the Committee and their duties 9. The functions of the Committee 10. Disqualification and removal of Committee members 11. Written resolutions 12. The general meeting of members 13. The extraordinary general meeting 14. Away travel 15. Financial management 16. Rules/amendments 17. Amendments to this constitution 18. Indemnity 19. Legal proceedings 20. Dissolution Annex A: Procedure for the Election of Committee Members 3
The Constitution of the Ulster Rugby Supporters Club 1. Name The Name of the club shall be the Ulster Rugby Supporters Club (hereinafter referred to as the Club ). 2. Purposes 2.1 To provide activities and services for the benefit of those who support the Ulster Rugby, and specifically: (a) to provide information about both home and away fixtures involving the Ulster Rugby team; (b) to provide information in relation to and, where possible, arrange transport to games played by the Ulster Rugby Team to its members and other interested parties; (c) to organise social events for its members and other interested parties; (d) to raise funds, through sponsorship and such other means as the Committee see fit, to finance the activities of the Club or other causes nominated at the discretion of the Committee; (e) to organise charitable fund raising; and (f) To undertake other appropriate activities. 2. 2 To promote the interests of supporters and foster constructive cooperation and mutual understanding through liaison with Ulster Rugby and other relevant bodies. 2.3 To assist Ulster Rugby with match day arrangements, as and when required. 2.4 To support teams and players representing Ulster Rugby both on and off the field. 2.5 To foster good relations with rugby supporters throughout the world. 4
3. Membership 3.1 Membership of the Club shall be open to all, upon payment of the appropriate subscription. 3.2 Membership shall fall into four categories: (a) Full membership is available to all those aged 18 and over at the beginning of the membership year. (b) Junior membership is available to all those under 18 at the beginning of the membership year. (c) Family Membership i.e. a parent or other associated adult together with a number of children (d) Honorary membership 3.3 The Committee may create new membership categories. 3.4 Applications for membership must be made on the form provided by the club for that purpose and will not be considered unless accompanied by the relevant fee. 3.5 The membership year will run from 1 June until the 31 May the following year. Applications will be accepted at any time during the year. 3.6 The benefits available to members shall be decided at the discretion of the Committee prior to the commencement of each membership year. Membership benefits once declared for a membership year cannot be amended, varied or altered during that membership year. 3.7 The membership fee shall be set by the Committee but shall not exceed any limit placed on it by full members voting at the AGM. 3.8 Honorary membership may be granted to any individual at the discretion of the Committee. 3.9 No member shall, except for professional services rendered at the request of the Committee and on any pretence or in any matter receive any profit, salary or emoluments from the funds or transactions of the Club; 3.10 The Committee may expel from the club any member who by their conduct has damaged the character or reputation of the club or Ulster Rugby. 3.11 Before any member is expelled the Committee will enquire into their conduct and give the member full opportunity to defend their conduct. 5
3.12 If the majority of the Committee present at all times the matter is investigated are of the opinion that the member is guilty of such conduct and that it has not been explained or justified satisfactorily the Committee will call on the member to resign, and in the event that they do not resign will expel the member. 3.14 An expelled member forfeits all rights and benefits associated with being a member and will not be entitled to any refund of their membership fee. 3.15 All Club members agree to be bound by the terms of this constitution as may be amended from time to time. 4. Resignation from membership 4.1 A member may resign their membership at any time by notice in writing to the Membership Secretary. On receiving the notice the Membership Secretary will remove that member from the Members Register, which terminates the membership. 4.2 A member who resigns forfeits all rights and benefits associated with being a member and will not be entitled to any refund of their membership fee. 5. Effect of resignation, expulsion or death All rights and interest in the Club cease immediately on termination of membership by resignation, expulsion or death. 6. The Committee The Committee members shall be elected by full members present and voting at the Annual General Meeting ( AGM ) using the procedure at Annex A. 7. The size and role of the Committee 7.1 The management of the club shall be vested in the Committee, which will consist of no less than five elected members. 7.2 The Committee must at all times be mindful of the purposes of the club. 6
8. The composition of the Committee and their duties 8.1. The Committee shall elect from amongst their number the following Officers for a one year term:- (a) Chairperson: who chairs all General meetings and all Committee meetings when present. (b) Secretary: Who is responsible for the keeping of all books and records of the club and the taking of minutes of all General Meetings and committee meetings. (c) Membership Secretary: Who is responsible for keeping the Members Register containing the names and address of every member and such other contact details as the member supplies. (d) Treasurer: Who ensures that the financial affairs of the Club are kept in good order and that annual accounts and a financial report are submitted to the Committee for it to place before the members at the Annual General Meeting. 8.2 To be an Officer of the club, a member must have served on the Committee for one year previously. 9. The functions of the Committee 9.1 The Committee shall meet on a monthly basis, all meetings being convened by no less than seven days notice. 9.2 A quorum of the Committee shall consist of not less than five members of the Committee including one of the elected Officers (not including co-opted members.) 9.3 All Committee decisions shall be by a simple majority vote. 9.4. The Committee present will elect a chairperson for that meeting whenever the Club Chairperson is not present. 9.5 If any vote of the Committee is tied, the Chairperson shall have a second, or casting, vote. In the absence of the Chairperson, the second or casting vote will be held by the member chairing the meeting. 9.6 Any casual vacancies can be filled by the Committee co-opting an individual member on to the Committee. 7
9.7 Co-opted members can attend Committee meetings but shall not be able to vote. 9.8 A Committee member not present at the meeting may vote by proxy by communicating their vote to the Secretary in writing in advance of the meeting. 9.9 The Committee will have powers to appoint subcommittees as necessary and appoint advisers to the Committee as necessary to fulfil its business. 9.10 Ulster Rugby, when appropriate, will be invited to send a representative to a meeting of the Committee. 9.11 Ulster Rugby s representative will be entitled to be heard at the meeting, but will not be entitled to vote in respect of any decision of the Committee. 9.12 Minutes must be kept of all meetings and made available to all Club members upon written request. 9.13 The Committee may draw up rules in relation to the conduct of its business which it may amend from time to time. In the event of any conflict between such rules and the provisions of this constitution, this constitution will prevail. 10. Disqualification and removal of Committee members 10.1 A committee member must cease to hold office if he or she: (a) is currently bankrupt(or is subject to a bankruptcy restriction or interim order) or has entered into a voluntary arrangement with creditors (b) has an unspent conviction for dishonesty or deception (c) ceases to be a member of the Club (d) Resigns as a committee member by giving notice to the Club (but only if at least four committee members remain in officers when the notice of resignation is to take effect) (e) Is absent without permission of the committee members for all their meeting held within three consecutive months and the committee members resolve that his or her position on the Committee must be vacated. 8
11. Written Resolutions 11.1 A resolution in writing signed by all the committee upon the matter will be as valid and effectual as if it had been passed at a meeting of the committee duly convened and held and may consist of several documents in like form each signed by one or more of the committee. The date of the resolution will be the date on which that last committee member entitled to vote signs. 11.2 A resolution which is approved by email in accordance with this clause will be as valid and effectual as if it had been passed at a committee meeting duly convened and held, provided the following conditions are complied with: (a) Such a resolution must be approved by email by all the committee entitled to vote on the matter; (b) Approval must be received by the person nominated in advance by the committee for that purpose ( the Recipient ); and (c) Approval from a committee member must be sent from an email address previously notified in writing (not using electronic means) by that committee member to the Club as intended for use by that committee member for that purpose. 11.3 Following receipt of all responses on any resolution, the Recipient will circulate a further email to all committee members confirming whether the resolution has been formally approved by the committee in accordance with this clause. 11.4 The date of the resolution shall be the date of the mail from the Recipient confirming formal approval. 12. The general meeting of members 12.1 The date of the AGM shall be set by the Club Committee. No more than 15 months shall elapse between one AGM and the next. 12.2 The quorum for any general meeting will be ten members present in person at the meeting. 12.3 The Committee shall publish the date of the AGM six weeks in advance of the meeting. 9
12.4 The Committee shall publish the time, location and agenda for the AGM two weeks in advance of the meeting on the www.ulsterrugby.com and www.ursc.co websites and in a match programme. 12.5 The business will include: (a) Presentation and summary explanation from the treasurer (b) A budget for the Club s current financial year for approval of the members (c) Consideration of the Committee s annual report (d) The Committee s recommendation on the future size of the Committee. This can be ratified by the support of a majority of those present and voting. Otherwise the members shall decide the size of the Committee by majority vote. (e) Election of the members of the committee and Auditors (if applicable) in accordance with the procedure attached at Annex A. (f) Such resolutions as are stated in the notice of the meeting. 12.6 Members under the age of 18 years are not able to vote, nominate, second or propose on any issue at the AGM. 12.7 The members present elect a chairperson for any general meeting whenever the Club Chairperson is not present. 12.8 Minutes of the General meeting must be taken and made available to all members. 13. The extraordinary general meeting ( EGM ) 13.1 An EGM may be called by the Committee or by 50 Full members writing to the Secretary stating their desire for such a meeting to be held and specifying the issue(s) they wish to discuss. Discussion will be strictly confined to these issues at the EGM. 13.2 Such a meeting shall be held within 14 calendar days of a proper request being received unless those requesting the meeting agree to a longer period. 14. Away travel 14.1 The Committee shall make arrangements, as appropriate, to enable members to travel to away matches and other events. 10
14.2 The cost of travel and all travel arrangements shall be determined by the Committee. 14.3 On any trips arranged by the Committee, any member traveller under eighteen years of age must be accompanied by a family member or responsible adult who will be personally responsible for the welfare of such under eighteen throughout any period of travel and at any away fixture. No alcohol will be permitted to be consumed by any person travelling on Club coaches. 14.4 Non- Members may travel. Non-Members may be subject to an additional charge as determined by the Committee. 14.5 Transport arrangements, which must be strictly adhered to, will be posted on the Club s website and social media. No responsibility will be accepted for any member or non-member who is not at the departure point at the appointed time and consequently fails to catch the transport arranged. Return travel times may be adjusted at the bus driver s discretion. 14.6 Travel costs must be paid for in advance of the date of travel by using the Club s website payment facilities or in cash/cheque to any Committee member prior to travel. Any member or non-member who fails to travel after booking their seat will be refunded at the discretion of the Committee. Any member or non-member who book their seat without prior payment, and then fails to travel, may be asked to pay the amount that would have been due. If the member or non-member fails to pay monies due after such a request to pay, future travel will not be permitted until the payment has been made. 15. Financial management 15.1 The financial year end for the accounts of Club shall be 31 December. 15.2 The Treasurer will maintain the accounts of the Club make these available for inspection at the AGM and make a report on the accounts at the AGM. 15.3 Committee members must declare any potential conflict of interest in relation to any financial matters discussed at any Committee meeting. 11
16. Rules/amendments 16.1 The Committee may make any rule it deems necessary for the efficient management of the Club. 16.2 The members may make or revoke any rule at the AGM with the support of 2/3 of those present and voting at such a meeting. 16.3 Any proposed rule shall be submitted to the Secretary in writing 3 weeks before the date of the AGM. 17 Amendments to this constitution 17.1 This constitution can be amended at an AGM. This constitution may also be amended at an EGM called for that purpose. 17.2 Any proposed amendment to be considered at an AGM shall be submitted to the Secretary in writing 3 weeks before the date of the AGM. Any proposed amendment to be considered at an EGM shall be submitted to the Secretary in writing 10 days before the date of the EGM. 17.3 Any amendment must have the support of 2/3 of those present and voting at such a meeting. 18. Indemnity The Committee members and officers of the Club will be indemnified by the Club in respect to all contracts and undertakings bona fide entered into or engaged by them on behalf of the Club with the approval of the Committee. 19. Legal proceedings 19.1 The Club has the power to sue or be sued in the name of its chairperson and secretary in any court of law in Northern Ireland. All court processes and the like will be regarded as sufficiently served upon the Club, if served upon the chairperson, provided that the chairperson is not personally responsible for any loss suffered. 19.2 No committee member will be bound to bring or defend any actual or prospective legal claim or proceedings or incur any liability or prospective 12
liability for legal costs (including costs which may be payable by them to any other party) without being satisfied that they are sufficiently indemnified or otherwise protected against having to bear such costs and any other judgment against them (beyond their own proper shares as members) in one or more of the following ways: (i) Indemnity out of the Club s property; (ii) Personal indemnities by all or some of the other members of the Club; (iii) Legal expenses insurance. 20. Dissolution 20.1 The Club can be dissolved at an EGM called for that purpose. 20.2 A motion to dissolve the Club must have the support of 3/4 of those present and voting at such a meeting. 20.3 Upon dissolution all funds and property held by the Club shall become the property of The IRFU Charitable Trust (two thirds) and The Wooden Spoon Society (one third) or their successors. 13
Annex A Procedure for the Election of Committee Members 1. The closing date for nominations for Committee membership will be 3 weeks before the date of the AGM. 2. Any nomination received after this date will not be considered under any circumstances. 3. Proof of Posting will not be considered proof of receipt. 4. Any member wishing to stand for election to the Committee must have been a member of the club for 6 months on the closing date for nominations. 5. Candidates must be nominated and seconded by at least two other members who have themselves been members for 6 months on the closing date for nominations and have obtained the approval of the candidate. 6. As a nominator or seconder you can only endorse one other candidate. Multiple endorsements will deem all nominations null and void. 7. No member under the age of 18 may stand, nominate, second or vote in the election. 8. Any member wishing to vote in an election must have been a member for 3 months on the date of the AGM. 9. Nomination Forms can be obtained from the Committee. 10. Nomination Forms must be completed in full. Failure to complete the nomination form in full will render the nomination null and void. 11. Elections, if required, will take place on the night of the AGM. 12. Each Full member will be issued with one ballot paper at the AGM. 13. Postal or Proxy Votes will not be accepted under any circumstances. 14. At the AGM Full members may cast their votes, on the basis of 1 vote per candidate, up to a maximum of the number of vacancies on the Committee. 15. The ballot papers will be counted by 3 scrutineers appointed by a majority vote of those present and voting at the AGM 16. Any ballot papers which are agreed by the scrutineers as being spoilt will be counted as spoiled ballots and then discarded. 14
17. All votes will be counted on the night of the AGM. If this is not possible the ballot papers shall be held in a place agreed by the scrutineers and counted the next day. 18. In the event of one or more candidates being tied the returning Committee members not up for re-election will have the deciding vote(s). 19. The results of the election will be announced on the same night as the AGM. If this is not possible due to a late or postponed count, the results shall be announced within 7 days after the AGM. 20. All candidates agree to be bound by the Rules and Constitution of the Club. 21. Committee members will serve for a period of 2 years (full term). At all subsequent AGM s Committee members and elected officers who have completed a full term may stand for election or stand down. 15
Ulster Rugby Supporters Club Form for Nomination of Candidates for Election to the Committee Candidate: Name: Address: Membership Number (If known): Proposer: Name: Address: Membership Number (If known): I can confirm that I have obtained the approval of the above candidate for this nomination. Signed: (Proposer) Seconder: Name: Address: Membership Number (If known): Signed: (Seconder) The Rules in brief: To stand for election to the committee, members must have been in membership for 6 months prior to the closing date for nominations. This also applies to those who wish to nominate or second the nomination of a member as a candidate. Those nominating a candidate must have obtained the approval of the candidate. Those nominating or seconding may only endorse one other candidate. Multiple endorsements will deem all (such) nominations null and void. Failure to complete the nomination form in full will also render the nomination null and void. Nominations must be received 3 weeks before the date of the AGM. Any nomination received after this will not be accepted under any circumstances. Proof of posting will not be considered proof of receipt. Completed Nomination Forms to be posted to: URSC, Kingspan Stadium, 85 Ravenhill Park, Belfast BT6 0DG or handed to any committee member. 16