OLD WIMBLEDONIANS RUGBY FOOTBALL CLUB RULES

1. Name

The Club, established in 1927, is called Old Wimbledonians Rugby Football Club ("the Club").

2. Definitions

2.1 "the Chairman/President" means the person elected from time to time to be the chairman and president of the Club in accordance with Rule 9

"Constituent Body" the Constituent Body of the RFU to which the Club is from time to time affiliated which at the date of adoption of these Rules is Surrey Rugby Football Union

"the Honorary Secretary" means the person elected from time to time to be the honorary secretary of the Club in accordance with Rule 9

"the Honorary Treasurer" means the person elected from time to time to be the honorary treasurer of the Club in accordance with Rule 9

"the IRB" means the world governing body for rugby union, which at the date of adoption of these Rules is the International Rugby Board

"the Management Committee" means the committee appointed under Rule 9 to manage the Club

"the Members" means the members of the Club admitted from time to time to membership of the Club in accordance with Rule 5

"the RFU" means the Rugby Football Union (an Industrial & Provident Society with registered number 27981R which is the governing body of rugby union within England) of Rugby House, Rugby Road, Twickenham, Middlesex TW1 1DS

2.2 Words denoting the singular number include the plural number and vice versa; words denoting the masculine gender include the feminine gender.

3. Objects

The objects of the Club are:
(a) to provide rugby union, social and other activities and generally to encourage and facilitate the playing of rugby union

(b) to promote, improve, develop and support the interests of rugby union

(c) to offer such other benefits to its Members as it shall think fit

(d) to obtain funding for the activities of the Club by collecting entrance fees, membership subscriptions, and match fees, by obtaining sponsorship and other available funding

(e) to affiliate to the RFU, (through the membership of the Club's nominee to the RFU, such nominee to be the Honorary Secretary or another officer of the Club approved by the RFU), and to affiliate to the Constituent Body designated to it by the RFU

(f) to comply with and uphold the Rules and Regulations of the Constituent Body, the RFU and the IRB as amended from time to time and the rules and regulations of any body to which the RFU is affiliated

(g) to make rules, regulations, bye-laws and standing orders concerning the operation of the Club including, without limitation, regulations concerning disciplinary procedures that may be taken against the Members

(h) to discipline the Members where permitted by its rules/regulations and to refer its Members to be disciplined by the RFU or the Constituent Body (as appropriate) where so required by the Rules and Regulations of the RFU or the Constituent Body (as the case may be)

(i) to do all such other things as the Management Committee thinks fit to further the interests of the Club or to be incidental or conducive to the attainment of all or any of the objects stated in this Rule 3.

4. Application of Surplus Funds

4.1 The Club is a non-profit distributing organisation. All surpluses will be used in furtherance of the Club's objects. No surplus will be distributed other than on winding-up or dissolution of the Club.

4.2 Nothing in Clause 4.1 shall prevent the Club from entering an agreement with a Member for his employment by the Club, provided that such arrangements are approved by the Management Committee (without the Member being present) and are agreed with the Member on an arm's length basis.

Nothing herein shall prevent the Club from entering an agreement with a Member for the supply by him to the Club of goods or services, nor prevent any payment in good faith by the Club:
(a) of interest on money lent by a Member or its officers at a commercial rate of interest

(b) to any officer, committee or sub-committee member of reasonable and proper out-of pocket expenses

(c) of reasonable and proper rent for premises demised or let by any Member or by any officer

(d) of any premium in respect of the purchase and maintenance of indemnity insurance in respect of liability for any act or default of the officers (or any of them) in relation to the Club.

5. Membership

5.1 Eligibility for membership
5.1.1 Persons of either sex are eligible for membership of the Club provided they are at least 18 years old. No person shall be denied membership of the Club on the grounds of race, ethnic origin, creed, colour, age, disability, sex, occupation, sexual orientation, religion, political or other beliefs.

5.1.2 Persons below the age of 18 may be elected as Junior Members without the right to hold office or vote at general meetings.

5.1.3 The number of Members is unlimited.

5.2 Admission of Members
Any person who wishes to become a Member must submit an application in such form as the Management Committee shall decide. Every candidate for membership shall be considered by the Management Committee or such sub-committee appointed by the Management Committee, which shall, in its absolute discretion, decide whether to admit that candidate as a Member. A person shall not be entitled to any privileges of the Club until two days have passed since his application for membership was submitted, whether or not he is admitted as a Member before those two days have lapsed.

5.3 Classes of Members
There shall be the following classes of members for the Club:
Playing Member
Non-Playing Member
Junior Member
Student Member
Mini Section Member

Only Full Members and Non-Playing Members shall be entitled to receive notice of, attend and vote at general meetings. The other Members shall be entitled to all the other privileges of membership other than the right to receive notice of, attend and vote at general meetings.

All Members shall be subject to these Rules and the regulations of the Club and respect the rules of the game of Rugby Union as set from time to time by the IRB.

5.4 Subscriptions
5.4.1 The entrance fee and subscription for each type of Member shall be determined from time to time by the Management Committee.
5.4.2 The Members shall pay any entrance fee and subscription fees set by the Management Committee from time to time.
5.4.3 No candidate who has been accepted as a Member shall be entitled to the privileges of membership until he has paid the entrance fee (if any) and his first subscription.
5.4.4 Any Member whose entrance fee or subscription is not paid by such date as the Management Committee shall decide each year shall be deemed to have resigned his membership of the Club. 5.5 Old Wimbledonians Association

All Members of the Club are automatically members of the Old Wimbledonians Association (the”Association”) and the Management Committee shall decide the proportion of Members’ subscriptions to be paid to the Association for such membership.

6. Resignation
A Member may withdraw from membership of the Club on 7 days clear notice to the Club.

Membership shall not be transferable in any event and shall cease immediately on death or dissolution or on the failure of the Member to comply or to continue to comply with any condition of membership set out in these Rules.

7. Expulsion
7.1 The Management Committee shall have power to expel a Member when, in its opinion, it would not be in the interests of the sport or of the Club for him to remain a Member.

7.2 A Member shall not be expelled unless he is given 14 days' written notice of the meeting of the Management Committee at which his expulsion shall be considered and written details of the complaint made against him.

7.3 The Member shall be given an opportunity to make written representations and/or to appear before the Management Committee and at any such meeting to be accompanied by a representative or friend, who may answer complaints made against the Member and to cross-examine any witnesses on behalf of the Member. The Member must not be expelled unless at least a majority of the Management Committee then present vote in favour of his expulsion.

8. Effect of Resignation or Expulsion
Any person ceasing to be a Member forfeits all rights in relation to and claims upon the Club, its property and its funds and he has no right to the return of any part of his subscription. The Management Committee may refund an appropriate part of a resigning Member's subscription if it considers it appropriate taking account of all the circumstances.

9. The Management Committee
9.1 The Club shall be managed by a Management Committee consisting of:
(a) the Chairman/President
(b) the Honorary Secretary
(c) the Honorary Treasurer
(d) no more than 10 other Members elected annually at the annual general meeting.

9.2 The Management Committee shall decide in its discretion how Members may be nominated to be members of the Management Committee and shall notify the Members accordingly.

9.3 Any person nominated as a member of the Management Committee must be a Playing Member or Non-Playing Member.

9.4 If there is only one candidate nominated to fill any particular vacancy, that candidate shall be declared elected unopposed for that particular vacancy at the next annual general meeting. If there is more than one candidate for any particular vacancy there shall be an election at the annual general meeting for that position.

9.5 The Management Committee shall be elected at the annual general meeting in each year, and subject to termination of office by resignation, removal or otherwise, the Members remain in office until they or their successors are re-elected or elected (as the case may be) at the annual general meeting following their re-election or election (as the case may be).

9.6 The Management Committee may appoint any Member to fill any casual vacancy on the Management Committee until the next annual general meeting when that person shall retire but shall be eligible for re-election.

9.7 Retiring members of the Management Committee may be re-elected.

9.8 A member of the Management Committee shall be deemed to have vacated office if:
(a) he resigns his office by notice to the Club or

(b) he shall without sufficient reason for more than three consecutive meetings of the Management Committee have been absent without permission of the Management Committee and the Management Committee resolves that his office be vacated or

(c) he is suspended from holding office or from taking part in any activity relating to the administration or management of the Club by a decision of the Constituent Body or the RFU.

10. Proceedings of the Management Committee
10.1 Management Committee meetings shall be held as often as the Management Committee thinks fit provided that there shall not be less than 4 meetings each year. The quorum for such meetings shall be 3 . The Chairman and the Honorary Secretary shall have discretion to call emergency meetings of the Management Committee if they consider it to be in the interests of the Club. The Honorary Secretary shall give all the members of the Management Committee not less than 7 days' notice of a meeting.

10.2 The Chairman/President shall be the chairman of the Management Committee. Unless he is unwilling to do so, the Chairman/President shall preside at every meeting of the Management Committee at which he is present. But if there is no person holding that office, or if the Chairman/President is unwilling to preside or is not present, the members of the Management Committee present may appoint one of their number to be chairman of the meeting.

10.3 Decisions of the Management Committee shall be made by a simple majority and in the event of an equality of votes the Chairman/President (or the acting chairman of that meeting) shall have a casting or additional vote.

10.4 The Management Committee may from time to time appoint from among its number such subcommittees as it considers necessary and may delegate to them such of the powers and duties of the Management Committee as the Management Committee may determine. All sub-committees shall periodically report their proceedings to the Management Committee and shall conduct their business in accordance with the directions of the Management Committee.

10.5 The Management Committee shall be responsible for the management of the Club and shall have the sole right of appointing and determining the terms and conditions of service of employees of the Club. The Management Committee shall have power to enter into contracts for the purposes of the Club on behalf of all the Members.

10.6 The members of the Management Committee shall be entitled to an indemnity out of the assets of the Club for all expenses and other liabilities properly incurred by them in the management of the affairs of the Club.

10.7 Any member of the Management Committee may participate in a meeting of the Management Committee by way of video conferencing or conference telephone or similar equipment which allows every person participating to hear and speak to one another throughout such meeting. A person so participating shall be deemed to be present in person at the meeting and shall accordingly be counted in the quorum and be entitled to vote. Such a meeting shall be deemed to take place where the largest group of those participating is assembled or, if there is no such group, where the chairman of the meeting is.

11. Annual general meeting
11.1 The annual general meeting of the Club shall be held at such time as the Management Committee shall decide each year to transact the following business:

(a) to receive the Chairman/President's report of the activities of the Club during the previous year
(b) to receive and consider the Honorary Treasurer's report as to the financial position of the Club
(c) to elect the members of the Management Committee
(d) to decide on any resolution which may be duly submitted in accordance with Rule 11.2 below
(e) to deal with any special matters which the Management Committee desires to bring before the membership.

11.2 Notice of any resolution proposed to be moved at the annual general meeting shall be given in writing to the Honorary Secretary not less than 28 days before the meeting.

11.3 No period greater than eighteen months shall elapse between one annual general meeting and the next.

12. Extraordinary general meetings
An extraordinary general meeting may be called at any time by the Management Committee and shall be called within 21 days of receipt by the Honorary Secretary of a requisition in writing signed by not less than 12 Members stating the purposes for which the meeting is required and the resolutions proposed.

13 Procedures at the annual and extraordinary general meetings 13.1 The Honorary Secretary shall send to each Member at his last known residential or email address written notice of the date of the general meeting together with the resolutions to be proposed at least 14 days before the meeting.

13.2 The quorum for the annual and extraordinary general meetings shall be 12 Members.

13.3 The Chairman/President shall preside at all meetings of the Club but if he is not present within 15 minutes after the time appointed for the meeting or has signified his inability to be present at the meeting, the Members present and entitled to vote may choose one of the other members of the Management Committee present to preside and if no other member of the Management Committee is present or willing to preside the Members present and entitled to vote may choose one of their number to be chairman of the meeting.

13.4 Each Playing Member and Non-Playing Member present shall have one vote and resolutions shall be passed by a simple majority of those Members present and voting. In the event of an equality of votes the chairman of the meeting shall have a casting or additional vote.

13.5 The Honorary Secretary, or in his absence a member of the Management Committee, shall take minutes at annual and extraordinary general meetings.

13.6 There shall be no right for a Member to vote by proxy. No person may represent more than one Member.

14. Guests
14.1 Any Member may introduce guests to the Club, and any player, coach, other team representative, match official or spectator attending the Club's premises (by invitation of the Club) who is not a Member shall be a guest of the Management Committee, provided that no one whose application for membership has been declined or who has been expelled from the Club may be introduced as a guest.

14.2 A Member introducing a guest and any person introduced as a guest of the Management Committee in accordance with Rule 14.1 must enter the name and address of the guest together with the name of the introducer in a book which must be kept on the Club's premises.

15. Alteration of the rules
These Rules may be altered by resolution at an annual or extraordinary general meeting provided that the resolution shall not be passed unless carried by a majority of at least two-thirds of the Members present and voting at the general meeting, the notice of which contains particulars of the proposed alteration or addition.

16. Regulations and Standing Orders
The Management Committee shall have power to make, repeal and amend such regulations and standing orders as it may from time to time consider necessary for the wellbeing of the Club. Such regulations and standing orders and any repeals or amendments to them shall have effect until set aside by the Management Committee.

17. Finance
17.1 All moneys payable to the Club shall be received by the person authorised by the Management Committee to receive such moneys and shall be deposited in a bank account in the name of the Club. No sum shall be drawn from that account except by such persons and by such means as the Management Committee shall decide. Any moneys not required for immediate use may be invested as the Management Committee in its discretion thinks fit.

17.2 Subject to Rule 19.3, the income and property of the Club shall be applied only in furtherance of the objects of the Club and no part thereof shall be paid directly or indirectly, overtly or covertly by way of bonus, dividend or profit to any Member.

17.3 The Management Committee shall have power to authorise the payment of remuneration and expenses to any Officer, member of the Management Committee, Member or employee of the Club and to any other person or persons for services rendered to the Club.

17.4 The financial transactions of the Club shall be recorded in such manner as the Management Committee thinks fit by the Honorary Treasurer.

17.5 Full accounts of the financial affairs of the Club shall be prepared each year. At the discretion of the Management Committee a report on these accounts shall be prepared by an independent person. The accounts must be made available to every Member at the annual general meeting.

18. Borrowing
18.1 The Management Committee may borrow a maximum total amount of £10,000 on behalf of the Club for the purposes of the Club from time to time at its own discretion and with the sanction of a general meeting any further money above that sum.

19. Dissolution
19.1 A resolution to dissolve the Club shall be proposed only at an extraordinary general meeting and shall be passed only if carried by a majority of at least two-thirds of the Members present and voting.

19.2 The dissolution shall take effect from the date of the resolution and the members of the Management Committee shall be responsible for the winding-up of the assets and liabilities of the Club.

19.3 Any property remaining after the discharge of the debts and liabilities of the Club shall be paid to the Old Wimbledonians Association.