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Constitution of The Independent Pack Providers Association (IPPA)


1 NAME
The name of the Association shall be the Independent Pack Providers Association, referred to in this constitution as "The Association" or IPPA

The Association was established on 26 May 2008.

In order to satisfy the criteria for membership ‘Independent’ shall be defined as: 'The owner, or partners, of the member business must be autonomous and have freedom from the influence, guidance or control of others.'


IPPA has the following mission statement –

“The Independent Pack Providers Association (IPPA) strives for the continuous development and higher professional standing of its members by promoting local, independent HIP Providers, encouraging consistently high quality of service and product, and promoting the evolution of the Home Information Pack as a valuable and integral part of the home buying process.”


2 THE OBJECTIVES
IPPA shall have the following objectives –

To represent the interests of Independent Pack Providers.

Provide discounted benefits to the membership

Create an authoritative resource centre to enable continuous development and professionalism of members

Develop new business opportunities for our members

To regulate our Member's quality and services by way of Redress and a Code of Conduct

Assist in the further development of the Home Information Pack for the consumer


3 Status and Powers
IPPA is an unincorporated association.

In furtherance of the above purpose and objectives, the Association is empowered by this constitution to:
Make and implement all strategic and operational decisions in relation to the purpose and objectives.
Seek, obtain, manage and spend funds in relation to the above purpose and objectives.

Enter into any written agreements with trade or representative bodies or its individual partner organisations which assist in achieving the above purpose and objectives.

With the exception of amendments to the constitution and the business of the Annual General Meeting (see below), the Executive Board will be empowered to make all decisions relating to the above powers but may choose to refer such decisions to full IPPA meetings.


4 Membership
• Full Membership - Is available to all who provide Home Information Packs (HIPs). This level attracts full voting rights and membership benefits.

• Associate Membership - Is available to industry professionals who are not HIP providers. This level attracts membership benefits, but no voting rights.

• Student Membership – Open to anyone wishing to provide HIPs but doesn't already do so. As soon as a HIP has been completed by the Student Member it must be submitted to IPPA for quality and compliance checking. Once the criteria for FULL Membership is met, the member's status will be automatically upgraded.

• Honorary Membership – Is open to such persons or organisations who provide a service to the Association or its members in return for free membership. Honorary membership is at the executive’s discretion and not open for application. This level of membership does not attract voting rights and only relevant benefits.

4.1 Any initial application for membership may be subject to approval by the Executive Board via its Membership Panel and, upon being accepted, members must pay the annual subscription and any joining fee from time to time in force and that applies to their application membership status.

4.2 The Executive Board may, dependant on circumstances and on the recommendation of the Membership Panel and using their absolute discretion, suspend or withdraw membership if any member fails to comply with the Set of Principles, Code of Conduct, Membership Agreement or any other rules of the Association adopted by the Executive Board or is deemed by the Executive Board to have brought the Association into disrepute.

4.3 The membership year shall run from 1st June until 31st May in each year. Membership Renewal is automatic. Members who join after 31 December will, at the discretion of the Executive Board, pay a reduced annual subscription of 50% of the annual fee.


5 CONDUCT OF MEMBERS AND COMPLAINTS PROCEDURE
5.1 Members are expected to comply with the Set of Principles, Code of Conduct, Membership Agreement or any other rules of the Association adopted by the Executive Board. 

5.2 Members must act in the best interests of the Association and not bring it or its members into disrepute whilst carrying out any business related to the association.

5.3 Complaints against members may be brought by other members of the association who believe them to have acted improperly, in contravention of the Code of Conduct, Set of Principles, Membership agreement or any other rules adopted by the Association. Complaints may also be brought by, or on behalf of, non-members who have previously sought redress through the member’s Redress Procedure.

5.4 Any complaint against a member, that is escalated to the Association, shall be reviewed initially by the Executive Board.  This review can be by written, electronic methods or in person, whichever is best able to accommodate an initial decision on how to proceed with the complaint, within 10 days of receipt of the written complaint.  If the complaint is considered serious enough the Board will nominate a Complaints Panel (made up of three Full Members, including at least one officer of the Executive Board and any co-opted members deemed needed for technical or legal advice) who will act impartially on any complaint review. If unresolved or deemed serious and relevant the matter may be referred directly to the member’s accreditation or professional body.

5.5 What is, or is not, a serious matter is initially for the discretion of the Executive Board, as is the action to be taken and their decision on any such matter. A written appeal may be submitted which may result in the matter being brought to the next General Meeting for the members to decide (by way of a show of hands vote) the appropriate action.

5.6 The membership and /or the Membership Panel shall have power at any time, by a majority vote, to expel members who fail to support the ethos and objectives of the association, provide a good standard of report, or who bring the Association into disrepute by some action or omission.

5.7 A member expelled by the Membership and /or the Membership Panel will have the right to appeal in writing to the Membership Officer within 14 days of their expulsion detailing their grounds of appeal. The Executive Board will appoint an 'Appeal Panel' made up of two further ordinary members and the original officer of the Executive Board and any co-opted persons deemed needed for technical or legal advice.  Alternatively, the member can elect to take their appeal to the next General Meeting for the members to decide (by way of a show of hands vote) the appropriate action.  The decision of the Appeals Sub Executive Board will be final and binding.  Please refer to the Discipline Procedure for the full discipline and appeal process.  

5.8 No member of the Association may run any business or personal venture that purports or implies in anyway to be the Independent Pack Providers Association or IPPA. This does not stop members from stating that they or their organisation are members of IPPA or using the IPPA logo, under the terms of their membership.

5.9 A member may resign at any time by giving notice in writing. No refund of fees will be due.

5.10 Membership of the Association constitutes acceptance of this Constitution.


6.0 EXECUTIVE BOARD

6.1 The management of the Association shall be vested in an Executive body
termed 'the Executive Board', which shall consist of 9 members elected by the general membership.

6.2  The following Officers are to be elected, by the members, at the AGM.  Nominations in writing (or email), with a named seconder, are to be received no later than 1 week before the AGM:

                           Chairperson
                           Vice Chairperson
                           Secretary
                           Finance Officer
                           Membership & Compliance Officer
                           4 x Non Executive Board Members

6.3 Additionally, up to 5 Co-opted members as required, who shall have no voting rights.

6.4 Only Full Members of the association whose subscription fee is fully paid up to date may apply for Executive Board nomination (other than co-opted members) and to have held membership for 2 months prior, or otherwise at the discretion of the Executive Board.

6.5 The Executive Board and officers shall serve until the next AGM following their election

6.6 Any officer or Executive Board member shall be eligible for re-election by the members present at an AGM

6.7 The Executive Board shall meet as often as necessary (although a minimum of 4 times per year)

6.8 At meetings of the Executive Board, properly notified by the Secretary or Chair, 5 (five) Executive Board members shall constitute a quorum

6.9 Decisions of the Executive Board, on which a vote is taken, shall require a simple majority of those present and eligible to vote. The Chairman shall NOT have a vote, however in the event of a tie the chairperson shall have a deciding vote

6.10 The Executive Board may fill any vacancy among the elected Officers or Members, which may occur during the year (in the event of death, chronic sickness, resignation or dismissal (or for any other reason) by a majority vote at an Executive Board Meeting. The person so appointed shall hold office on a 'pro-tem' basis for the remaining unexpired period of his predecessor's term of office, but shall need to stand for formal election to the Executive Board at the next AGM

6.11 Executive Board meetings may be held electronically, providing a secure ‘virtual’ space is found to conduct discussions and votes

7. THE ANNUAL GENERAL MEETING
7.1. The AGM will take place on a date and at a time and place to be fixed by the Executive Board for the following purposes:
- To receive from the Executive Board a report on the financial position of the Association and to receive from the Executive Board a copy of a balance sheet and statement of accounts for the preceding financial year
- To elect the Executive Board
- To decide upon any resolutions

7.2. At least 21 days before an AGM, members shall be given advance notice of the date of the AGM

7.3. Any resolutions which members wish to be considered at the AGM, should be submitted in writing to the Secretary of the Association at least 14 days before the date of the AGM

7.4. The quorum at all AGMs of the Association shall be 25% of the paid up members with voting rights and/or a quorate Executive Board

7.5. At the AGM, all questions and votes shall be determined by a show of hands of those attending and eligible to vote, or a closed paper ballot. Only paid up members, with voting rights, shall be eligible to vote and each such member shall have one vote as defined in terms of membership.

7.6. Minutes of all General Meetings of the Association and its Executive Board together with all papers relevant to policy and non-financial matters are to be kept by the Secretary and in any event made available at the subsequent meeting. These papers will be available for scrutiny by any member after first giving 7 days' prior notice. Further these papers may be held within the ‘members only’ secure area of the Associations web site at the discretion of the Executive Board


8 EXTRAORDINARY GENERAL MEETING
8.1 An Extraordinary General meeting shall be convened by the Executive Board where required for the proper management of the Association or where either 20 members or 20% of the membership shall apply in writing for such a meeting and those members shall declare a particular purpose for the meeting. The Extraordinary General Meeting should be convened giving a minimum of seven days notice and shall be conducted in accordance with the requirements of an Annual General Meeting. The Quorum at an Extraordinary General Meeting shall be 20% of the paid up members and/or a quorate Executive Board

8.2 Extraordinary General Meetings may be held electronically, providing a secure ‘virtual’ space is found to conduct discussions and votes

8.3 VOTING: Votes are only valid from paid up members under the terms of their membership level.


9 NOTICES OF MEETINGS:
The accidental omission to give notice of a meeting to, or the non-receipt of notice of a meeting by, any person entitled to receive notice shall not invalidate the proceedings at that meeting.


10 SUBSCRIPTIONS
10.1 The annual membership fees and joining fee (if applicable) are determined at the Executive Board

10.2 The membership and/or enrolment fee is not returnable under normal circumstances unless specifically agreed upon by the Executive Board


11 FINANCE
- The financial year of the IPPA shall be 01 June – 31 May but this may be changed by resolution of the Executive Board.
- All members are liable to pay their membership fee from the 01 July annually.
- The IPPA may apply for and receive funds to assist it in pursuing its objectives.

11.1 No member shall by reason of his/her membership of the Association be financially liable to or on behalf of the Association except for payment of the Annual Subscription nor shall the Association be liable for any act or matter or thing done for or on behalf of the Association by a member (whether or not a member of the Executive Board)
11.2 The Association shall not borrow money

11.3 All monies belonging to the Association shall be paid into a bank as agreed from time to time

11.4 The Executive Board shall keep proper accounting records and shall regulate the signing of cheques. Cheques up to the value of £250 may be signed by the Finance Officer or Company Secretary. Cheques of a higher value must be counter signed by the Chair

11.5 Accounts shall be prepared annually for an accounting year ending on a date to be agreed by the Executive Board. The Executive Board may appoint a qualified accountant, independent of the Executive Board, to review and comment upon the accounting records, prior to submission to the AGM

11.6 The Association is empowered to raise funds by receiving subscriptions, donations, sponsorship, and gifts. The association can also provide some goods and services to members or associated organisations and receive payment on a not for profit basis.

11.7 The property and funds of the Association shall be held by the Executive Board as trustees for the membership. The funds of the Association shall be administered by the Finance Officer under the supervision of the Executive Board

11.8 The Executive Board shall not commit the Association to more expenditure than its current assets

11.9 Members or officers shall not receive any payment from the Association funds except for materials supplied to the Association or for expenses properly incurred on the Association's behalf. The Executive Board must sanction any such payment upon receiving appropriate receipts and invoices.

11.10 Money or property of the Association or any gain arising from the activities of the Association shall not be applied other than for the benefit of the Association or for causes whose objectives are similar to those of the Association

11.11 All financial records will be kept by the Finance Officer. These papers will be available for scrutiny by any member giving seven days' prior notice.

11.12 The Executive Board may recommend to the membership at any General Meeting that an honorarium payment may be made to any member who has possibly suffered loss to their own business to assist the association’s progress in lieu of their own.


12 INDEMNITY
Written and oral advice from the Association shall be given in good faith but no responsibility whatsoever shall be accepted by the Association or its officers or members for the accuracy of its advice nor shall the Association or individual members be held liable for the consequences of reliance upon such advice. The Executive Board will in any event ensure that it has proper and sufficient Indemnity Insurance in place to protect the actions of its officers and elected members


13 CHANGES TO THE CONSTITUTION
Changes to the Constitution shall only come into effect if:
A. They are approved by not less than two thirds of members present and eligible to vote at any duly constituted AGM or other General Meeting of the Association;
B. 21 days written notice has been given of the meeting;
C. The notice must contain details of the proposed alteration(s)


14. PUBLICITY
The Association shall publish an annual report on its activities and a list of subscribing members.


15. DELEGATION
15.1 The Executive Board may delegate any of their powers to properly appointed sub or task groups with the full agreement of the Executive Board. These groups can be made up of both members and or non-members.

16. Transitional arrangements:
The following transitional arrangements shall apply:

16.1. The initial Executive Board shall consist of up to11 members and will serve until the first General Meeting of Members to be held once a minimum of 30 paid up members has been achieved, or no later than 6 months from inception of the Association, which ever is the earlier occurrence.

16.2 This initial Executive Board will stand down at the first General Meeting of Members, when new elections for the Executive Board will be held.

16.3 An Introductory Document covering the aims of the IPPA, agreed by the Steering Group, shall be made available to potential members as soon as possible.

 

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Copyright © 2009  Independent Pack Providers Association