| THE CONSTITUTION – Adopted: 1 March 2004
1. Name
2. Objects
3. Powers
4. Members
5. Friends of WCF
6. Business Members of WCF
7. Affiliate members of WCF
8. Subscriptions
9. Voting
10. Membership liabilities
11. Termination of membership
12. The Governing Council
13. The Executive Committee
14. Honorary Officers
15. Paid Officers
16. Meetings of WCF
17. Rules of procedure at meetings
18. Standing orders, rules and bye-laws
19. Finance
20. Trust property
21. Dissolution
22. Alteration to the Constitution
1. NAME
The name of the Association shall be the Wimbledon Civic Forum (“WCF”)
2. OBJECTS
WCF is established for the public benefit for the following purposes in the area comprising the parliamentary constituency of Wimbledon and the immediate neighbourhood within one mile of the boundaries of such parliamentary constituency (“Wimbledon”) or, in the event of such constituency being re-designated or altered, such constituency as covers in geographical terms the major portion of the current constituency. Such area shall hereinafter be referred to as “the area of benefit”.
(a) To promote open, informed, inclusive and influential debate on issues that affect people who live and work in the area of benefit (including without limitation issues relating to disadvantage, howsoever caused, education, transport, urban development, youth, crime and interfaith relations) bringing together individuals and organisations from business, the voluntary sector, faith communities, black and minority ethnic communities, residents’ associations, education, health, transport, planning and urban design and others but not to include political parties.
(b) To advance the education of the public by establishing public forums, meetings and discussions, and by disseminating newsletters and other appropriate literature covering social, health, transport, educational, recreational, public order, planning and urban design and other community issues affecting the area of benefit.
3. POWERS
In furtherance of the said purposes but not otherwise WCF shall have the following powers:
(a) To promote research into subjects directly connected with the objects of WCF and to publish the results of any such research.
(b) To act as a coordinating and consensus-building body and to co-operate with the local authorities, planning committees, and other statutory authorities, voluntary organisations, charities and persons operating or interested in matters affecting Wimbledon.
(c) To promote or assist in promoting activities of a charitable nature throughout the area of benefit.
(d) To publish papers, reports and other literature.
(e) To make surveys and prepare maps and plans and collect information in relation to any place, erection or building of beauty or historic interest within the area of benefit.
(f) To hold meetings, lectures and exhibitions.
(g) To educate public opinion and to give advice and information.
(h) To promote all of the foregoing without distinction of sex, age, nationality, race, colour or of political, religious or other opinions, based on respect for the rights and individuality of each person and generally in accordance with the highest standards of integrity and procedures applicable to public life and WCF shall be wholly non party and non partisan in politics and non sectarian in religion.
(i) To raise funds and to invite and receive contributions from any person or persons whatsoever by way of subscription, donation and otherwise; provided that WCF shall not undertake any permanent trading activities in raising funds for its primary purpose.
(j) To acquire, by purchase, gift or otherwise, property whether subject to any special trust or not.
(k) Subject to such consents as may be required by law, to sell, let, mortgage, dispose of or turn to account all or any of the property or funds of WCF as shall be necessary.
(l) Subject to such consents as may be required by law, to borrow or raise money for the purposes of WCF on such terms and on such security as the Council shall think fit, but so that the liability of individual members of WCF shall in no case extend beyond the amount of their respective annual subscriptions.
(m) To collect and disseminate information on all matters affecting the said objects and exchange such information with other bodies having similar objects.
(n) Without prejudice to any other powers herein, to bid for or make application to any local or governmental authority or other grant making or funding body or any organisation similar to or having functions analogous to the foregoing and including the European Union or any derivative organisation thereunder for funds or moneys for any of the objects of WCF and whether the same are applied for by WCF in its own right or by WCF as a partner or a part of any other body.
(o) To invest the moneys of WCF not immediately required for the said objects in or upon such investments, securities or property as may be thought fit, subject nevertheless to such conditions (if any) as may for the time being be imposed or required by law or are set out in Clause 19 below.
(p) To do all such other lawful things as are necessary for the attainment of the said objects.
4. MEMBERS
Membership shall be open, irrespective of political party, nationality, religious opinion, gender, age, race, colour, or financial circumstances to any individual who shall subscribe to the aims and objects of WCF (a “Member”). It shall be sufficient to establish membership either that:
(a) such person shall have completed any relevant application form to become a Member or
(b) such person shall have signed an attendance list immediately prior to any General Meeting or other public meeting organised by WCF. Membership shall also be subject to such conditions as the Council (see Clause 12) may decide from time to time.
5. FRIENDS OF WCF
Any Member shall at any time be entitled, in addition to being a Member, to become a Friend of WCF (a “Friend”) by paying the relevant subscription applicable at that time.
6. BUSINESS MEMBERS OF WCF
Companies, firms, businesses or other organisations (whether incorporated or not), which subscribe to the aims and objects of WCF and trade with a view to profit, shall be eligible for business membership of WCF, and shall pay the subscription applicable at that time.
7. AFFILIATE MEMBERS OF WCF
Companies or other organisations (whether incorporated or not) and not being an individual, which subscribe to the aims and objects of WCF and do not trade with a view to profit, shall be eligible for affiliate membership of WCF (an “Affiliate”), and shall pay the subscription applicable at that time.
8. SUBSCRIPTIONS
(a) The Executive Committee may from time to time determine the amount of subscription payable by Friends, Business Members and Affiliates. No subscription shall be payable by Members (see Clause 4) who are not also Friends.
(b) If at any time a Friend ceases or refuses to pay any relevant subscription on or before the date the same is due, then such Friend (who may nevertheless remain a Member) shall not be obliged to pay the same but shall thereupon cease to be a Friend on the due date. If at any time a Business Member or Affiliate ceases or refuses to pay any relevant subscription on or before the date the same is due, then such Business Member or Affiliate shall not be obliged to pay the same but shall thereupon cease to be a Business Member or Affiliate on the due date, unless the Executive Committee agrees otherwise.
9. VOTING
Each member (whether Member, Friend, Business Member or Affiliate) shall be entitled to exercise one vote in any general meeting of WCF. Any Business Member or Affiliate may nominate in writing to the Honorary Secretary of WCF (in such form as the Council shall from time to time determine) an individual to be the Representative of such Business Member or Affiliate (a “Representative”) who shall be entitled to attend and exercise one vote at any general meeting of WCF. Any Business Member or Affiliate may at any time (but not more than 4 times in any one calendar year) revoke any such nomination by a notice in writing to the Honorary Secretary of WCF and/or nominate (in such form as aforesaid) a different individual to be its Representative.
10. MEMBERSHIP LIABILITIES
No Member, Friend, Business Member or Affiliate shall by virtue of his, her or its membership of WCF thereby assume any liability for WCF or WCF’s activities whether such liability shall arise in contract tort or in any other manner whatsoever.
11. TERMINATION OF MEMBERSHIP
The Executive Committee shall have the right for good and sufficient reason to recommend to the Council that it should suspend or terminate the membership of a Member, Business Member or Affiliate, and the Council may implement such suspension or termination as it sees fit, provided that the Member, Business Member or Affiliate, or where appropriate their Representative, shall have the right to be heard by the Council before any such final decision is made.
12. THE GOVERNING COUNCIL
(a) The Governing Council (the Council) shall consist of no more than 25 persons (of which number, 20 shall be elected and up to 5 may be co-opted) of whom all shall be Members of WCF or Group Representatives (as defined below). At least 25% (rounded up to the nearest whole number if necessary) of the 20 elected members of the Council shall be elected at each Annual General Meeting. Elected membership of the Council shall be for a term of four years and shall terminate at the conclusion of the fourth Annual General Meeting after election. Any elected member of the Council who ceases to be a member of the same for any reason whatever (including effluxion of time) shall be eligible for re-election to the Council at a subsequent General Meeting. Co-opted members of the Council shall cease to be such at the Annual General Meeting following their co-option but shall be eligible for re-cooption.
(b) Of the 20 elected members, 14 shall be Group Representatives, who shall be the nominated representative of an established not-for-profit Group, based in the area of benefit and representing the interests of a number of residents of the area of benefit who are members of the Group. Such Groups may include, but are not restricted to residents’ or tenants’ associations, faith, ethnic or disability groups, amenity societies, business, sports or cultural groups. The Council shall encourage the Group Representatives to represent a wide range of different interests from across the community.
(c) Group Representatives shall be entitled to nominate a substitute to attend Council meetings and speak and vote on their behalf, if they are unable to attend a meeting.
(d) In addition to the Members and Group Representatives elected by virtue of sub-clauses (a) and (b) hereof, the Council shall have the right to co-opt to the Council up to 5 further individuals (who may or may not be Members of WCF), who shall serve for such time as the Council may decide, but limited to a period to expire no later than the conclusion of the next following Annual General Meeting. Any individual so co-opted shall as a result of such co-option be or become entitled to vote on matters discussed by the Council.
(e) If any member of the Council shall fail to attend (in person, or in the case of a Group Representative, by a nominated substitute) three consecutive meetings of the Council, of which at least 14 days’ notice has been given, that member shall automatically cease to be a member of the Council, unless the Council itself shall decide otherwise.
(f) The Council shall appoint from amongst their number a Chairman who shall have a casting vote at all meetings at which he or she shall be entitled to be the Chairman. Such Chairman shall be appointed annually with effect from the conclusion of the first Council meeting following the Annual General Meeting.
(g) The Council may by resolution in writing make such rules and regulations concerning or regulating its affairs and conduct, and the conduct of General Meetings of WCF (not being inconsistent with this constitution or the Rules of Natural Justice) as it from time to time thinks fit.
(h) The Council shall meet at least 4 times in each year and a report of the proceedings of each such meeting shall be circulated to members or published by such mode or using such media as the Council shall from time to time deem appropriate.
(i) (i) The Council shall have the right at any time to remove any of its members or any of the members of the Executive Committee (including the Chairman) from office by passing (subject to the following conditions) a resolution in writing to that effect. Such conditions are:
(ii) the quorum for the meeting of the Council at which such resolution is passed must be not less than 75% of the then members of the Council, and
(iii) those in favour of such resolution must be not less than 2/3rds of those present (rounded up to the nearest whole number) at the meeting at which the resolution is passed.
(j) In the event of any Honorary Officer retiring (or for any reason ceasing to be such or eligible to be such) during his or her term of office the Council shall have the right to nominate such person as it shall think fit to such office. If the sitting Member of Parliament for Wimbledon is unable or unwilling to accept the appointment as Honorary President the Council may recommend another suitable candidate. All Honorary Officers so appointed to fill casual vacancies shall hold office until the conclusion of the next Annual General Meeting following such appointment.
(k) The Council shall have the right to nominate such person or persons as it wishes as Patrons of WCF. Any Patrons so nominated must be confirmed in office by a General Meeting and once so confirmed may, if the Council so agrees, participate in any meeting of the Council or any General Meeting of WCF but shall not thereby be or become entitled (in their capacity as Patrons) to vote at any meetings they attend.
(l) The Council may appoint from among its members a number of them to be WCF’s Board of Trustees, to fulfil the role of Trustees for the purposes of the Charity Commission. The Trustees shall have powers to hold property, investments and funds on behalf of WCF. The Trustees shall regulate their own meetings and the frequency and style thereof, so long as these shall be satisfactory to the Charity Commission. The Trustees shall not be able to send or appoint substitutes to act for them in their capacity as Trustees. The Council shall make such regulations as to the re-appointment and retirement of Trustees as shall be satisfactory to the Charity Commission.
(m) The Council shall (inter alia) have the following powers:
(i) The right to appoint one third of the membership of the Executive Committee (see Clause 13) of WCF in each year, such appointments to be made within one calendar month of the Annual General Meeting or at the next Council meeting, if later. The number of such appointments shall be calculated as one third of the number of members of the Executive Committee after such appointments, rounded up to the next higher number if appropriate;
(ii) The right to appoint the Chairman of the Executive Committee, which shall be an annual appointment, and the right to appoint, after consultation with the Chairman of the Executive Committee, a member of that Committee to be WCF’s Honorary Treasurer.
(iii) The right to approve or alter such policy or policies for WCF as the Executive Committee shall recommend to the Council, and to decide on which issues relating to the past, present and future interests of Wimbledon are to be taken up by the Executive Committee;
(iv) The right to require at reasonable times and on a reasonable basis copies of all agendas and minutes relating to meetings of the Executive Committee, reports on specific subjects or topics from the Executive Committee, or from the chairman of any sub-committee, discussion forum, task force or other subsidiary body;
(v) If the Chairman of the Executive Committee and the Hon Treasurer shall not otherwise be members of the Council, the Council shall co-opt them to be members as two of the five potential co-options referred to in sub-clause (d) above.
(vi) The Manager of WCF and any other members of the Executive Committee, who are not otherwise members of the Council, shall have the right to attend and speak but not to vote at Council meetings.
(vii) The Council shall approve the annual budget of WCF.
(viii) Apart from the Executive Committee, the Council may appoint such special or standing sub-committees or other subsidiary bodies as it may deem desirable and shall determine their terms of reference, powers, duration and composition and may revoke or vary the powers or terms of reference of any such body. These may include committees responsible for finance, membership and strategy.
13. THE EXECUTIVE COMMITTEE
(a) The management of the activities of WCF shall be undertaken by an Executive Committee (“the Committee”) which shall (so far as is reasonably possible) meet not less than once in each calendar month.
(b) The Committee shall consist of no more than eight members appointed by the Council for a period expiring at the conclusion of the Committee meeting next following the third Annual General Meeting following their appointment. One third of the appointed members of the Committee, being those who have served for the longest time since their last appointment, will retire each year at the conclusion of the Committee meeting next following the Annual General Meeting. In the event that there is uncertainty or disagreement about the identity of the members who shall retire from the Committee in any year under this clause, lots will be drawn to identify those retiring. Any member of the Committee who ceases to be a member for any reason whatever (including effluxion of time) shall be eligible for re-appointment thereto by the Council following an Annual General Meeting.
(c) The Committee shall have power to fill casual vacancies which occur among the members of the Committee. Any person appointed to fill a casual vacancy shall hold office for a period expiring on the conclusion of the Committee meeting following the next Annual General Meeting of WCF and shall be eligible for re-appointment thereto by the Council following that Annual General Meeting or to re-appointment by the Committee.
(d) In addition to the members of the Committee serving by virtue of sub -clauses (b) and (c) hereof the Committee may co-opt up to three further members, who shall after individual co-option serve for a period expiring on the conclusion of the Committee meeting following the next Annual General Meeting.
(e) The proceedings of the Committee shall not be invalidated by any defect in the election, appointment, co-option or qualification of any member of the Committee.
(f) The Chairman of the Committee shall be appointed by the Council at its first meeting following each Annual General Meeting for a period expiring on the conclusion of the first Committee Meeting after the then next ensuing Annual General Meeting.
(g) With the approval of the Chairman of the Council, the Committee may appoint such special or standing sub-committees discussion forums, task forces or other subsidiary bodies, apart from those appointed by the Council, as it may deem desirable and shall determine their terms of reference, powers, duration and composition and may revoke or vary the powers or terms of reference of any such body. The Committee may if it so wishes from time to time and at any time, appoint one of its members (or some other Member as it thinks fit) to be the Chairman of any such sub-committee, discussion forum, task force or subsidiary body.
(h) The Committee may by resolution in writing make such rules and regulations concerning or regulating its affairs and conduct (not being inconsistent with this constitution or the Rules of Natural Justice) as it from time to time thinks fit.
(i) The Committee shall have the power on behalf of WCF to enter into guarantees and indemnities, limited or unlimited. Such guarantees and indemnities may be signed on behalf of the Committee by officials nominated in an appropriate resolution.
(j) The Committee may enter into arrangements for WCF to participate in a Direct Debiting Scheme as an originator for the purpose of collecting subscriptions for any class of membership and/or any other amounts due to WCF. In furtherance of this, WCF may enter into any indemnity required by the banks upon which Direct Debits are to be originated.
14. HONORARY OFFICERS
The following Honorary Officers may (in the case of the President) and shall (in the case of the remainder) be appointed at each Annual General Meeting on the recommendation of the Council (or in the absence of any such recommendation as to all or any Honorary Officers by the meeting) to hold office until the conclusion of the next subsequent Annual General Meeting following their appointment:
(a) Honorary President.
(b) Honorary Secretary.
(c) Honorary Treasurer.
(d) Auditor
The Honorary President shall, if willing, be the sitting Member of Parliament for the parliamentary constituency of Wimbledon or, in the event of such constituency being re-designated or altered, such constituency as covers in geographical terms the major portion of the constituency.
Honorary Officers (with the exception of the Auditor) may be members of the Council and/or the Committee. In no circumstances may the Auditor or a member of the Auditor’s staff during his or her term of office be a member of the Council, the Committee or any sub-committee.
15. PAID OFFICERS
(a) The Committee may hire or appoint or dismiss and fix the remuneration of such executives or other staff as may in its opinion be necessary from time to time.
(b) The Committee may determine which, if any, persons employed by or seconded to the Association shall be invited, in a non-voting capacity, to attend meetings of the Committee and/or other sub-committees, discussion forums, task forces or subsidiary bodies.
(c) No paid officer shall be entitled to vote at any meeting of the Council or the Committee.
16. MEETINGS OF WCF
(a) Annual General Meetings shall be held on such date (not being more than fifteen months after the holding of the preceding Annual General Meeting) and at such place as the Council shall determine. At least twenty one clear days’ notice of each such Meeting or of any Special General Meeting shall be given in writing by the Honorary Secretary of WCF to each member of the Council and separately to Members of WCF and/or Representatives of Affiliates but in the latter case by means of a newsletter, local advertising or such other method or by such means as the Council shall consider reasonably appropriate. The business of the Annual General Meeting shall include:
(i) Consideration of the Annual Report of work undertaken by or under the auspices of the Committee.
(ii) Election of Group Representatives, Members and/or Representatives to serve on the Council to fill vacant or vacated positions.
(iii) Approval of the audited accounts
(iv) Appointment of the Honorary Officers.
(v) Consideration of any other business of which due notice has been given to the Honorary Secretary of WCF at its main or principal office.
(vi) Whenever necessary, consideration of and voting on proposals to alter this constitution in accordance with the provisions hereof.
(b) The Chairman of the Council may at any time at his/her discretion and the Honorary Secretary shall within twenty one days of receiving a written request so to do signed by or on behalf of:
(i) not less than one hundred Members, or
(ii) One fifth of the total of Members (rounded up to the nearest whole number),
whichever shall be the lesser and giving reasons for the request and setting out the precise form of any Resolution to be proposed, call a Special General Meeting of WCF, which meeting will be designated as such and in respect of which at least twenty one days’ clear notice shall be given by the Honorary Secretary of WCF as in clause 16(a) above.
(c) The President shall be the Chairman of every General Meeting save that if the President shall be unable or unwilling at the start of any General Meeting to assume the Chair the same shall be assumed by the Chairman of the Council or, failing him, of the Committee. If none of these are for any reason able to assume the Chair within ten minutes of the time for which such General Meeting is convened then the members of the Council present at such Meeting may elect or appoint a chairman of the General Meeting from amongst the members of the Council present.
17. RULES OF PROCEDURE AT MEETINGS
(a) Voting
Subject to the provisions of this constitution and save in respect of resolutions to alter the constitution, all questions arising at any meeting shall be decided by a simple majority of those present and entitled to vote thereat. No person present shall exercise more than one vote, but in case of an equality of votes the Chairman shall have a second or casting vote.
(b) Quorum.
Five members shall form a quorum at meetings of the Council and one-third of the members (rounded up to the nearest whole number) shall form a quorum at meetings of the Committee and sub-committees. No quorum is required for discussion forums and task forces. Twenty persons, being either Members and/or Representatives, or one-third of the Members and/or Representatives (rounded up to the nearest whole number), whichever is the less, shall form a quorum at any Annual, Special or other General Meeting of WCF.
(c) Minutes
Minutes shall be kept by WCF, the Council, the Committee and all sub-committees.
(d) Declarations of interest
It shall be the duty of every member who is in any way directly or indirectly interested financially or professionally in any item discussed at any meeting of WCF (including any meeting of any committee or sub-committee) at which he or she may be present to declare such interest and he or she shall not discuss such item (except by invitation of the Chairman) or vote thereon.
18. STANDING ORDERS, RULES AND BYE-LAWS
The Council shall have power to adopt and issue standing orders and/or rules and/or bye-laws relating to WCF, its membership or its activities provided that any such are not inconsistent with the provisions of this constitution or the Rules of Natural Justice. If any such are adopted then they shall come into operation immediately, provided always that they shall be subject to confirmation by WCF at its next General Meeting and if not so confirmed shall immediately lapse and be of no effect thereafter save that any actions taken thereunder or relative thereto prior to the same lapsing shall be of full force and effect.
19. FINANCE
All property, funds or money raised by or on behalf of WCF shall be used only for promoting the objects of WCF and for no other purpose, and do not belong to the Members, the Council or the Committee. No Trustee or Council or Committee member may receive any payment of money or other material benefit (whether direct or indirect) from WCF except:
(i) reimbursement of reasonable out of pocket expenses (including hotel and travel costs) actually incurred in the administration of WCF
(ii) interest at a reasonable rate on money lent to WCF
(iii) a reasonable rent or hiring fee for property let or hired to WCF
(iv) an indemnity in respect of any liabilities properly incurred in running WCF (including the costs of a successful defence to criminal proceedings)
(v) any Trustee or Council or Committee member who possesses specialist skills or knowledge, and any firm or company of which such person is a member or employee, may charge and be paid reasonable fees for work carried out for WCF on the instructions of the other Trustees or Council or Committee members, but only if the procedure described in sub-clause (b) below has been followed in selecting the member, firm or company concerned and in setting the fees, and provided that this provision may not apply to more than one half of the Trustees or Council or Committee members in any financial year
(vi) in the case of an individual member, charitable benefits in his or her capacity as a beneficiary
(b) Whenever a Trustee or Council or Committee member has a personal interest in a matter to be discussed at a Council or Committee meeting, the member must:
(i) declare an interest before discussion of the matter begins.
(ii) withdraw from that part of the meeting, unless expressly invited by the chairman of the meeting to remain in order to provide information
(iii) not be counted in the quorum for that part of the meeting
(iv) withdraw during the vote and have no vote on the matter.
(c) The Honorary Treasurer shall keep proper accounts of the finances of WCF.
(d) The accounts shall be audited at least once a year by the Auditor appointed at the relevant Annual General Meeting.
(e) An audited statement of accounts for the last financial year shall be submitted by the Committee to the Annual General Meeting as aforesaid.
(f) Bank accounts shall be opened in the name of WCF with such bank(s) as the Committee shall from time to time decide. The Committee shall authorise in writing the Honorary Treasurer, the Honorary Secretary of WCF and no more than 5 Members of which 3 must be members of the Council or the Committee to sign cheques on behalf of WCF. All cheques must be signed by not less than two of the seven authorised signatories.
(g) WCF funds which are not required for immediate use or which will be required for use at a future date must be placed on deposit or invested until needed.
(h) Any trust corporation which is appointed as a holding trustee or any nominee for WCF may be paid reasonable fees.
(i) Investments, funds and other property of WCF may be held:
(ii) in the name of WCF or of the Trustees or Council or Committee members for the time being
(iii) in the name of a nominee (being a corporate body registered or having an established place of business in England) under the control of the Trustees or Council or Committee or of a financial expert acting on their instructions
(iv) in the name of at least two and up to four holding trustees for WCF who must be appointed (and may be removed) by a resolution of the Council
(v) in the name of a trust corporation as a holding trustee for WCF, which must be appointed (and may be removed) by a deed executed by the Council
20. TRUST PROPERTY
The title to all freehold or leasehold property which may be acquired by or on behalf of WCF shall be vested in a corporation lawfully entitled to act as a Custodian Trustee or in not less than three nor more than six individuals (not being members of the Executive Committee) who shall enter into a Deed of Trust setting forth the purposes and conditions under which they hold such property in trust for WCF, or by the Official Custodian for Charities under an order of the Charity Commission or the Court.
21. DISSOLUTION
WCF may be dissolved by a two-thirds majority of members voting at an Annual General Meeting or Special General Meeting of WCF confirmed by a simple majority of members voting at a further Special General Meeting held not less than 14 days after the previous meeting. If a motion for the dissolution of WCF is to be proposed at an Annual General Meeting or a Special Meeting this motion shall be referred to specifically in the notice of the meeting. In the event of the dissolution of WCF, the available funds of WCF shall be transferred to such one or more charitable institutions having objects similar to those of WCF herein declared as shall be chosen by the Council and approved by the General Meeting of WCF, at which the decision to dissolve WCF is confirmed.
22. ALTERATION TO THE CONSTITUTION
Any proposal to alter this constitution must be delivered in writing to the Honorary Secretary of WCF not less than 28 days before the date of the relevant Annual General Meeting or Special General Meeting at which it is to be considered. Any alteration will require the approval of a two-thirds majority of Members and/or Representatives present and voting thereat. If WCF has been registered as a charity, no alteration to this clause, the preceding clause (Dissolution), to Clause 2 (Objects) or to clause 19 (Finance) shall or may be made at any time unless the prior approval in writing of the Charity Commission or other authority having charitable jurisdiction shall have been obtained, if such change would cause WCF to cease to be eligible to become or to cease to be a charity in law.
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