Rules and ByeLaws

Below is the full text of the current Byelaws. If you have reached this page while buying a Membership, here is the relevant extract to note:

The Trust is a Company limited by Guarantee and is subject to the provisions of the Companies Act 2006.
The Bye-Laws which govern the day to day activities of the Trust can be viewed below.  A copy of the Trust’s constitution (The Memorandum and Articles of Association) will be supplied on request but your attention is drawn to paragraphs 5 and 6  below.

Extracts from the Memorandum of Association
Paragraph 5  – The liability of members is limited.
Paragraph 6 –   Every member of the Trust undertakes to contribute to the assets of the Trust, in the event of the Trust being wound up while he is a member or within one year after he ceases to be a member, for payment of the debts and liabilities of the Trust contracted before such member ceases to be a member, and of the costs, charges and expenses of winding up and for the adjustment of the rights of the contributories among themselves, such amount as may be required not exceeding £1.

 

Full Bye Laws

Castle Bromwich Hall and Gardens Trust: A company limited by Guarantee 
Company No. 1944650    Registered Charity No. 516855
Bye-Laws made under Article 56 by the Trustees on 21 January 2010 (amended December 2019)

Proceedings of Trustees and Committees

  1. The Trustees may appoint one of their number to be the Chairman of their Meetings and may at any time remove him from that office. Unless he is unwilling to do so, the Trustee so appointed shall preside at every Meeting of Trustees at which he is present. But if there is no Trustee holding that office, or if the Trustee holding it is unwilling to preside or is not present within five minutes alter the time appointed for the Meeting, the Trustees present may appoint one of their number to be Chairman of the Meeting.

(a)  The Quorum for a meeting of the Trustees or any Committee of the Trust shall be 3 or 1/3 of their number rounded down to the next whole number whichever is the greater.

  1. Committees appointed under Article 41

(a)  The Trustees may invite persons who are not Trustees to serve on such committees of the Trust provided that at least two thirds of those attending and voting at meetings of committees are Trustees.

(b) Any committee  where less than two thirds of its members are Trustees shall act in an advisory capacity only and its recommendations shall be ratified before implementation by either the Trustees or a committee formed in accordance with (a).above.

(c)  The Trust, through its Management Committee, may appoint sub-committees or working groups of Trustees, Staff, Members and Volunteers with delegated powers to act within strictly limited areas of activity and within a predetermined financial and staffing resource budget.  The creation of any such sub committee shall be reported to the next meeting of the Trustees  together with details of their brief and budget.

  1. The main standing committees of the Trust shall be:-

(a)  The Trustees Executive Sub Group:–

will normally consist of the Chairman, Vice Chairmen and Treasurer/Company Secretary plus any other Trustees appointed by the chairman as required.

And will be responsible for urgent or contractual items of a confidential nature including staff and volunteers disciplinary matters.

(b) The Management Committee :-

will normally consist of the members of the executive sub group plus the chairmen/representatives of other committees and sub groups involved in the active management of parts of the Trust’s activities;

and will oversee the day to day activities of the Trust and will appoint such sub committees and working groups as it deems necessary to further the aims of the Trust.

(c)  Gardens Committee:-

will consist of persons with special knowledge of horticultural matters, gardening and its history together with one or more Trustees.

Its role is to advise the Trust through the Staff and the Management Committee on all matters concerning the Restoration and Maintenance of the Gardens.

Financial Regulations and Standing Orders

  1. The Treasurer will oversee all the Trust’s financial arrangements.
  2. A budget will be produced for each financial year and will be compared with the actual results a frequent intervals during the year and will be reported to meetings of the Trustees and the Management Committee.
  3. Orders for Goods and Services:-

(a)  must be signed by the budget holder and countersigned by a member of the Executive Sub Group or by a senior member of staff explicitly authorised to do so by the Treasurer.

(b)  the cost of all such orders must be within the approved budget or explicitly approved by the Management Committee or the Trustees Executive Sub Group.

  1. Banking Arrangements:-

(a)  Changes to the Trust’s Banking Arrangements will be subject to a Resolution of the Trustees

(b)  All payments must be approved by the budget holder who will agree that the goods or services and have been satisfactorily received.

(c)  The Trustees will from time to time appoint four or five of their number to be authorised signatories on the Trusts various bank accounts.  Any two signatures will be required except for inter-account transfers.

  1. Day to Day Management:-

(a)  of the Gardens and the Trust’s affairs shall be the responsibility of the paid staff and the members of the Trustees Executive Sub-Group (see 3a above);

(b)  except as may be provided by a specific resolution of the Trustees no other Trustee, Member or Volunteer shall have any executive authority in connection with the Trust’s affairs.

Classes of Ordinary Membership Fees and Benefits

9: There are 5 classes of membership:-
Individual
Joint
Family Activities Annual Pass
Life
Joint Life

Fees for the year are set annually by the AGM following recommendations by the Trustees
Benefits include

  • 12 months FREE access and ordinary events to the Gardens anytime we are open

As well as a raft of other benefits itemised yearly.

 

  • All named adult members will be entitled to vote at the Trust’s Annual General Meetings and any Extra Ordinary General Meetings, and to stand for election as a Trustee under Article 26 or to be co-opted under Article 27.
  1. Membership runs for 12 calendar months from the date of admission
  • Application for membership is open to all persons (except employees of the Trust) not less than 18 years of age and shall be made in writing on the prescribed form. The power of election lies with the Management Committee who may take such steps as it thinks fit to confirm the applicants suitability for membership and may refuse any application without giving a reason.  All applicants agree to be bound by the Rules and Bye-Laws as a condition of and prior to the grant of    Membership shall be confirmed by receipt of a membership card, which shall remain the property of the Trust.
  1. The number of ordinary members elected to be Trustees under Article 26 shall be not more than three.

Volunteers

  1. Accredited volunteers must have completed the approved application form and supplied two suitable referees. Volunteers do not need to be members of the Trust but may become members upon payment of the prescribed fee.

Benefits
(a)  Each accredited volunteer will get free admission to the Gardens at all times except special events when that  days admission charges will be payable.
(b)  Free refreshments when they are on duty.

Conduct of Members, Volunteers and Staff

  1. Members, Volunteers and Staff are expected to treat each other and the Trust’s property with respect and to follow all safety procedures and the legitimate instructions of supervising staff or volunteers.In the event of a breach of this principle:-(a)  The management committee may after investigating the alleged breach and subject to the right of appeal by that person to a sub committee  of Trustees:-

(i)    issue a written warning or;
(ii)   suspend any ordinary membership or volunteers accreditation or;
(iii)  cancel any ordinary membership or revoke a volunteers accreditation.

(b)  In the event of serious misconduct (requiring urgent action) by a member or a volunteer their membership or accreditation may be suspended by a senior member of staff or by a member of the Trustees Executive Sub Committee pending a full investigation and decision by the Management Committee.

(c)  Any appeal sub committee set up under 13(a) will not include any Trustee who has already been involved with the case.

Extracts from the Memorandum of Association

Paragraph 5  – The liability of members is limited.

Paragraph 6 –   Every member of the Trust undertakes to contribute to the assets of the Trust, in the event of the Trust being wound up while he is a member or within one year after he ceases to be a member, for payment of the debts and liabilities of the Trust contracted before such member ceases to be a member, and of the costs, charges and expenses of winding up and for the adjustment of the rights of the contributories among themselves, such amount as may be required not exceeding £1.