Rules and Constitution
SPERA was formed in 1994 with the main purpose of bringing some order to the maintenance of the roads and other common areas of the estate. When the estate was first built the contracts, deeds and covenants were set up so that the development company was responsible for carrying out such maintenance work and would charge residents for their share of the costs. We understand that the development company was later acquired by LE Walwin & Partners Ltd (LEWP) who now has the rights and obligations of the original developer. In 1994 SPERA was set up with the Rules and Constitution below to further community interests and to maintain the estate. At the same time SPERA and LEWP signed an agreement, a copy of which can be supplied, under which LEWP gave SPERA the authority to carry out works on the common areas and to collect money from the residents for that purpose.
Summerley Private Estate Residents Association - Rules & Constitution
The name of the Association shall be Summerley Private Estate Residents’ Association (SPERA), hereinafter referred to as the Association.
The Association shall have as its objectives :-
a) The furtherance of the Community interests of its members, and preserving and improving the amenities of the Summerley Private Estate.
b) The maintenance of the Summerley Private Estate in accordance with the Memorandum of Agreement attached hereto.
House owners, tenants and owners of building plots having paid their annual subscription and maintenance dues shall be members of the Association.
4. SUBSCRIPTIONS AND MAINTENANCE DUES
The annual subscription and maintenance dues payable per householder or plot owner shall be such sum as may be determined from time to time in General Meeting and shall be due on the 1 May each year.
The management of the Association shall be vested in a Committee of not more than twelve members of the Association and not less than seven members of the Association, who shall be elected at the Annual General Meeting or co-opted by the Committee.
The normal term of office for Committee members to be three years, one third of the members to retire each year, but retiring members shall be eligible to offer themselves for re-election for a further term without re-nomination.
Nominations for election to the Committee shall be proposed and seconded by two members of the Association and lodged with the Secretary not less than seven days before the date of the Annual General Meeting. The nominations shall include the written consent of the nominee to serve if elected. The nominee must be a fully paid up member of SPERA.
7. THE COMMITTEE
The Committee shall have the power to co-opt any member of the Association in good standing, i.e. one who has paid the subscription and maintenance dues referred to in Rule No. 4, in the event of a vacancy occurring during the year and the co-option of a L E Walwin & Partners representative, who shall be either a house owner or plot owner on the Summerley Estate.
The Committee shall also be empowered to appoint sub-committees from the membership, whose decisions will be subject to confirmation by the Committee.
The Committee shall meet as and when required. The agenda for meetings shall be issued to all Committee members at least fourteen days before the date of the proposed meeting.
Three members of the Committee, of which two must be Officers, shall form a quorum.
The Officers shall be a Chairman, Vice-Chairman, Secretary and Treasurer and will be elected by the Committee from its own members.
In the event of equality of votes at a Committee meeting, the Chairman shall have a second or casting vote.
Members of the Committee must pay Estate fees within 1 month of presentation of invoice.
If a member misses 3 consecutive meetings without good reason, they will be excluded from the Committee.
The financial year of the Association shall end on 31 March in each year to which day the accounts of the Association shall be balanced. The accounts shall cover the period of 12 months from 1 April of one year to 31 March of the succeeding year and shall be available for the AGM.
9. NOTICE OF MEETINGS
Any General Meeting of the Association may be convened on fourteen days written notice to the members, which notice shall contain the Agenda.
10. DATE OF ANNUAL GENERAL MEETING
The Annual General Meeting shall be held within three months of the end of the Association’s financial year.
11. SPECIAL GENERAL MEETINGS
A Special General Meeting shall be convened at the discretion of the Chairman or upon written request of not less than 10 (ten) members. Upon receipt of such request, the Secretary shall convene a meeting within 28 (twenty-eight) days. No business shall be conducted at a Special General Meeting other than that specified in the notice convening the meeting.
12. VOTING AND QUORUM AT MEETINGS
At a General Meeting, (open to residents of Summerley Private Estate only), every question shall be decided by a majority of those present in possession of a voting card. A voting card, on the basis of one per householder or plotowner, will be issued on signing the attendance record book at the meeting. Such voting card will be valid only if the holder is in good standing i.e. one who has paid the subscription and maintenance dues referred to in Rule No. 4 for the accounting year preceding the meeting. Voting may be by proxy. The instrument appointing the proxy must be signed by the member concerned and lodged with the Secretary at least 48 (forty-eight) hours before the time fixed for the meeting. Ten card holders shall form a quorum. In the event of equality of votes, the Chairman shall have a second or casting vote.
The property and funds of the Association shall be held, administered and controlled by the Committee, and shall be invested and/or banked in the name of the Association in such manner as the Committee shall decide.
A resolution of the Committee shall be sufficient authority for any payment.
All cheques shall be signed by two Committee members, of which one must be an Officer unless the bank requires otherwise.
Auditors may be appointed by a resolution at the Annual General Meeting. Committee members shall not be eligible for appointment as Auditors.
15. INTERPRETATION OF RULES AND CONSTITUTION
The Committee shall have power to interpret these Rules and Constitution should there be any difference of opinion concerning the purport or intention of any rule, or to deal with any matter not provided for in these Rules and Constitution.
16. AMENDMENT OF RULES AND CONSTITUTION
The Association in General Meeting shall have the power to amend, add to or rescind these Rules and Constitution. Notice of any proposed alterations must be lodged with the Secretary, in writing, not less than 28 (twenty-eight) days before the date of the meeting at which the proposed alterations are to be moved.
Particulars of the alterations must appear in the Notice convening the meeting.
The Association may be dissolved upon a resolution passed by a two-thirds majority of members present and voting at a General Meeting specially convened for the purpose, the date of dissolution being in accordance with the Memorandum of Agreement. Such meeting shall have power to decide as to the disposal of the assets of the Association.
18. PRESIDENT AND VICE-PRESIDENT
Members attending an Annual General Meeting shall have the power to appoint a President and Vice-President.
Approved by Special General Meeting held
25 February 1994
MAINTENANCE OF SUMMERLEY PRIVATE ESTATE
MEMORANDUM OF AGREEMENT
The maintenance of the Summerley Private Estate (hereinafter referred to as S.P.E.).
L E Walwin and Partners Ltd (hereinafter referred to as L.E.W.P.) are desirous of the management and administration duties of the Summerley Maintenance Committee (hereinafter referred to as S.M.C.) being carried out by the Residents of the S.P.E.
The object of this agreement is for the management and administration of the maintenance of the said S.P.E. to be carried out for the benefit of Plot owners, House owners and Residents.
On signature of this agreement the present constitution of the current Summerley No. 1 Residents’ Association (hereinafter referred to as S.R.A.), will be extended to include the management and administration of the maintenance of the S.P.E. The name of the reconstituted S.R.A. will be changed to Summerley Private Estate Residents’ Association (hereinafter referred to as S.P.E.R.A.).
Maintenance shall mean and include, but not be limited to, the Roads, Lighting, Road Signs and Sign Boards, Twittens, Pavements, Barriers and Gates on S.P.E.
To assist and ensure the smooth transfer of the management and administration of the maintenance of the S.P.E. a representative of L.E.W.P., who shall be either a Plot owner or House owner on S.P.E., will be co-opted onto the management committee of S.P.E.R.A.
A policy sub-committee shall be formed consisting of the Chairman for the time being, the Secretary for the time being and one other member of the S.P.E.R.A. management committee nominated by the S.P.E.R.A. management committee who shall be either a Plot owner or House owner on the S.P.E., plus the L.E.W.P. representative for the time being.
L.E.W.P. and S.R.A./S.P.E.R.A. shall reserve to themselves their existing rights over the Estate. L.E.W.P. and S.P.E.R.A. will enforce such rights as L.E.W.P. and S.P.E.R.A. agree.
L.E.W.P. agrees to S.P.E.R.A. collecting from Plot owners and House owners, the Plot owners’ and House owners’ contributions to the costs in accordance with the Plot owners’ and House owners’ obligations and Covenants.
In order that the S.P.E.R.A. will be able to carry out the management and administration duties effectively, L.E.W.P. agrees to take action to enforce the obligations and Covenants of the Plot owners and House owners.
At the request of S.P.E.R.A., L.E.W.P. will provide a written quotation for such action. On written agreement from S.P.E.R.A., L.E.W.P. will pursue the action for which S.P.E.R.A. agrees to pay the legal cost and out-of-pocket expenses quoted.
In consideration of this action, L.E.W.P. will contribute 25% of the total legal costs.
10. DURATION AND TERMINATION
This agreement shall be for 3 (three) years on a rollover basis. It can be terminated by either party giving the other party 2 (two) years notice effective from the 1 April in any year.
The contents of this Memorandum of Agreement are understood and agreed this ............. day of ........................... 1994 as signified below.
P.L.M. BAIN .....................................................................................
CHAIRMAN, FOR THE TIME BEING OF S.R.A.
FOR AND ON BEHALF OF THE S.R.A. COMMITTEE
K L WALWIN ....................................................................................
FOR AND ON BEHALF OF L.E.W.P.
(Signed on 12 April 1994)