ADAA Rules

All previous Rules rescinded

Register No 6127R 

RULES OF THE

ALDERSHOT AND DISTRICT ALLOTMENT ASSOCIATION LTD

AFFILIATED TO

THE NATIONAL SOCIETY OF ALLOTMENTS AND LEISURE GARDENERS LIMITED

O’DELL HOUSE

HUNTERS ROAD

CORBY

NORTHANTS

NN17 1JE

2025

List of Rules 

1. Name

2. Registration

3. Registered Office

4. Use of Name

5. Objects

6. Membership

7. Membership Agreement

8. Shares

9. Voting Rights

10. Management Structure and Organisation

11. Meetings

12. Membership Subscriptions

13. Financial Affairs

14. Copies of Rules

15. Amendment and Application of Rules

16. Indemnity

17. Dissolution

THE NATIONAL ALLOTMENTS SOCIETY LIMITED 

SPONSORSHIP RULES

 

 

1. NAME 

1.1 The name of the organization shall be Aldershot and District Allotment Association Limited.  Hereafter referred to as the Society or ADAA Limited.

2. REGISTRATION 

2.1 The Society shall be registered under the Co-operative and Community Benefit Societies Act 2014 (the Act).

3. REGISTERED OFFICE 

3.1 The Registered Office of the Society shall be at Church Road Allotments, Aldershot, Hants, GU11 3PR.

In the event of any change in the situation of the Registered Office, notice shall be sent to the Registrar. 

4. USE OF NAME 

4.1 The registered name of the Society shall be mentioned in legible characters in all business letters of the Society and in all bills of exchange, promissory notes, endorsements, cheques and orders for money or goods purporting to be signed by or on behalf of the Society and in all bills, invoices, receipts and letters of credit of the Society.

Any documentation or publication produced or statements made under the heading of the Society must be approved by its Management Committee or under powers delegated by it.

5. OBJECTS / POWERS OF THE SOCIETY 

• The objects of the Society are to : 

• Manage the ADAA allotment site
• Promote allotment gardening as a community resource; encouraging participation and membership.
• By various means further the interests of members with regard to the proper cultivation, good management and safe enjoyment of the allotments.

• The Powers of the Society are to: 

• Take measures to protect Members and the site against damage, trespass and theft.
• Maintain the site and the facilities and if necessary erect, pull down, repair, alter or otherwise deal with any buildings thereon. 

6. MEMBERSHIP 

6.1 Membership shall be open to the following persons and bodies who support the objects of the Society.

6.1.1 Plot Holding Members who have paid the appropriate annual subscription for their plot.

• Associate Members, who by mutual agreement, share the use of a plot with a Plot Holding Member and who have paid the Associate Member subscription.

A maximum of two associate members are allowed per plot. Associate Member status does not confer an automatic right to take over the plot when the Plot Holding Member resigns.

6.2   Allocation of Membership

6.2.1 Membership shall be open to such persons as may be admitted by the Management Committee from time to time.

6.2.2 The Management Committee shall have the right to, for good and sufficient reason, reject an application for membership. 

6.3 Extraordinarily, any member or associate member may be asked to relinquish their membership of the Association by resolution of a majority of members present at a General Meeting.  In this event the member to whom the expulsion applied would have previously been given at least one verbal request by a spokesperson of the committee of management and at least one letter from the committee of management setting out the issue at hand and its referral to a General Meeting if not satisfactorily resolved within a reasonable and set time period. 

6.4 A Member shall cease to be a member in the following eventualities:

6.4.1 The death of the Member

6.4.2 The expulsion of the Member under Rule 6.3

6.4.3 The withdrawal of the Member from the Society by sending notice in writing to the Society Secretary at the Registered Office of the Society.

6.4.4 The non-payment of subscription for a period of 40 days after it becomes due

6.5 A member may withdraw from the Society by sending notice in writing to the Secretary at the Registered Office of the Society. Upon withdrawal, all sums paid by the Member on account of shares shall be forfeited and the Member’s share shall be extinguished.

6.6 Proceedings on Death or Bankruptcy – Upon a claim being made:

6.6.1   The personal representative of the deceased Member; or

6.6.2   The trustee in bankruptcy of a Member who is bankrupt: or

6.6.3   The Office Holder to any property in the Society belonging to such a member.  The Society shall transfer or pay property to which the office Holder has  become entitled as the Office Holder may direct them.

6.6.4   A Member may in accordance with the Act, nominate any individual or ndividuals to whom his/her property in the society at the time of his/her death shall be transferred, but such nomination shall only be valid to the extent of the amount for the time being allowed in the Act.  On receiving a satisfactory proof of death of a Member who has made a nomination the Society shall, in accordance with the Act, either transfer or pay the full value of the property comprised in the nomination to the individual or individuals entitled thereunder.

6.7 Duplicate Register of Members – The Society shall also keep at its registered office a duplicate register of members in which the Membership Secretary shall enter all the particulars in the original register of members, except information about Members’ shares and other property in the Society. 

7. MEMBERSHIP AGREEMENT 

All members shall agree in writing, to;

• Accept the rules of the Society and to abide by the terms and conditions therein.
• Adopt plot and site management practices as set by the Committee of Management and agreed by a majority of Members at a General Meeting. 

8. SHARES 

8.1      Every member admitted under Rules 6.1.1 and 6.1.2 shall hold one non-withdrawable share, which is not transferable.  The share shall have the nominal value of 10p payable in full by a member on joining the Society.

8.2      Couples who are associate members shall hold one share each.

8.3     One share shall be the maximum shareholding of any member.

9. VOTING RIGHTS 

9.1      Each member i.e. all plot holding members and associate members, shall be entitled to one vote at Society meetings. Where the votes cast in any matter are equal the then presiding officer shall have a casting vote in addition to their vote as a member

9.2      Couples who are joint associate members shall be entitled to one vote each.

10. MANAGEMENT STRUCTURE AND ORGANISATION 

10.1 The Governance of the Society shall be vested in the Annual General Meeting whilst day to day management of the affairs and property of the Society is delegated to the Management Committee.  Hereafter referred to as the Committee.

10.1.1 Election of President – The President shall be elected by the Annual General Meeting and shall hold office for one year, but shall be eligible for re-election.

10.1.2 Officers – The Society shall have the following officers: -a President, a Chairman, a Secretary, nine Committee members or such other number as may be determined by a resolution of a General Meeting, and any other officers who may appear to the Committee of Management to be necessary for the conduct of the Society’s business.

10.1.3 Committee of Management – The Committee of Management shall consist of the President, the Chairman and the Committee members. 

10.2 At the Annual General Meeting members shall elect the Management Committee from  amongst the members of the Society by a vote of the majority of members present and entitled to vote at an Annual General meeting.

The Management Committee shall comprise of not fewer than five members and not more than nine.

10.2.1 The Society in General Meeting may from time to time determine the period for which Committee members shall remain in office, the order in which they shall retire, and whether on retirement they shall be eligible for re-election.  If any officer shall die, resign, be removed, or become unfit to act, the Committee may fill the vacancy until the next Annual General Meeting, unless the vacancy has already been filled at a Special General Meeting.

10.3 Prior to each AGM all members shall be given the opportunity to stand as a candidate for a committee role. Committee members shall be eligible to stand for re-election each year.

10.4 The Committee shall be able to co-opt any additional members to fill vacancies or additional roles, during the year.

10.5 Tenure of any post as a Committee Member shall be voluntary, unpaid and open only to Members of the Society.  Arrangements will be put in place by the Committee for the re-imbursement of appropriate and legitimate out of pocket expenses.

10.6 The Chair, Secretary, Treasurer and other elected members of the Committee shall keep accurate records of their dealings on behalf of the Society, which shall be available for inspection by Members.

10.7 A quorum for the Committee shall consist of 5  committee members including two of Chair, Secretary or Treasurer.

10.8 The committee will at the first meeting following the AGM, elect the following committee members:

Chairman -who shall hold office until the first Committee Meeting following the AGM

Secretary, Treasurer, and Other Officers, whose duties will be determined by the committee.

10.9 Regular Committee Meetings- Regular meetings of the Committee shall be held at monthly intervals.

10.10 Special Meetings of the Committee – A Special Meeting of the Committee shall be held on the requisition in writing of at least three Committee members.

10.11 Conduct of Committee Meetings – At all meetings of the Committee every question shall be decided by a majority of votes and if the votes are equal the presiding officer shall have a casting vote in addition to his/her their vote as a member.  The Chairman, or, if the Chairperson is not present, a Chairman elected at the Committee meeting, shall preside.

10.12 Removal from office. Any member of officer of the committee may be removed at any time by a resolution of the majority of the committee members or at an AGM or SGM if required.

10.13 Security by Officers. Every office having charge of any of the moneys of the Society shall, before entering on their duties, will ensure that two signatories are required on each cheque drawn on the society’s bank account.

10.14 Powers of the Committee of Management. The Committee of Managements shall have full power to superintend and conduct the business of the Society according to the rules thereof, and except as is otherwise provided in these rules, exercise on behalf of the Society for the purpose of accomplishing its objects the powers conferred upon the Society by these rules or otherwise. 

11. MEETINGS

11.1 The Society shall in each year hold an Annual General Meeting at such time and place, as the Committee shall determine. Not more than 15 months shall elapse between the date of one Annual General Meeting and that of the next.

11.2 The Committee may also convene further General Meetings as deemed necessary.

11.3 Members will be given at least 14 days notice of the Annual General Meeting and other General Meetings.

Special General Meetings may be called by either, a quorum of the Committee, or by written request from a member which states the reason for the meeting and is signed by at least 15 members.  Such request to be delivered to the Secretary.  The business of the Special General Meeting will be restricted to items on the original request with no amendments being accepted.  Details will be notified to members, along with notice of the meeting, at least 14 days prior to the meeting date.

11.5 No business shall be transacted at any General Meeting unless a quorum is present. The quorum at any General Meeting shall be be 15 of the shareholding members including two of Chair, Secretary and Treasurer being present.

11.6 Presiding Officer at General Meetings – At all General Meetings the President, or, if the President is not present, a chairman elected by the meeting, shall preside.

11.7 Discussions at Meetings – No political or sectarian issue shall be raised, or resolutions of that character proposed, either at any Committee or General Meeting of the Society.

12. MEMBERSHIP SUBSCRIPTIONS 

12.1 At the General Meeting / Annual General Meeting held nearest to and prior to December 31^st in each year the Committee shall seek approval for any changes to the Membership Subscriptions due in the following January.

12.2 Membership subscriptions for the calendar year are due to be paid no later than 31^st January.  Failure to pay on time can lead to termination of membership under Rule 6.4.4.  

13. FINANCIAL AFFAIRS 

13.1 The Society is a non-profit making organisation and all surplus funds arising from the business of the Society shall be used for the furtherance of the objects of the Society.

13.1.1 The Society shall have the power to borrow money from its Members and others to further its objects. The amount outstanding must not exceed £70,000 or such other amount agreed by the Members in General Meeting. 

13.1.2 The Society shall have the power to mortgage or charge any of its property including assets and undertakings of the Society, present and future and issue loan stock, debentures and other securities for money borrowed or for the performance of any contracts of the Society or its customers or persons having dealings with the Society.

13.1.3 The rate of interest on money borrowed, except on money borrowed by way  of bank loan or overdraft or from a finance house or on mortgage from a building society or local authority, shall not exceed 5% per annum or 2% above the Bank of England base rate at the commencement of the loan, whichever is the greater.

13.1.4 The Society may receive from any person donations or loans free of interest in order to further its objects but shall not receive money on deposit.

13.1.5 Borrowing Powers

The Committee may obtain loans on such security and such terms of repayment as they may think fit with approval from an Annual General meeting (AGM) or Special General Meeting (SGM).

13.1.6 Investments

The Committee may invest any funds of the Society in or upon any of the securities referred to in Section 27 of the Co-operative and Community Benefit Society Act 2014. 

13.2 The shares held by members shall not carry any interest and shall not confer any right to dividend.

13.3 The Secretary shall register every issue or cancellation of shares by making an appropriate entry in the register of members relating thereto.

13.4 Upon withdrawal from membership all sums paid by the Member on account of shares shall be forfeited and the Member’s share shall be extinguished.

13.5 The Committee may open Bank or Building Society Accounts in the name of the Society in which shall be lodged all monies received on behalf of the Society. These accounts shall be used to administer and record funds received and disbursed on behalf of the Society.  Any funds available for term investment may be invested to earn interest with a Bank or Building Society on the recommendation of the Committee and on approval by a majority of members at a General Meeting.

13.6 At the conclusion of each financial year the Treasurer shall complete accounts and a balance sheet for presentation and approval at the Annual General Meeting.  After approval the revenue accounts and balance sheet must be signed by the secretary and two committee members of the society acting on behalf of the society’s committee.

13.7 Within the time allowed by legislation the Secretary will send to the Financial Conduct Authority an Annual Return of the Society’s affairs (in the form prescribed by them) accompanied by the signed copy of the accounts and balance sheet, referred to in rule 13.6 

13.8 Auditing of Society accounts and balance sheet:

13.8.1 The members shall vote annually, at each annual general meeting, as allowed by Section 84 of the Co-operative and Community Benefit Societies Act 2014. At the Annual General Meeting to have, when necessary in law or where the membership requires:

• An audit carried out by a qualified auditor
• An audit carried out by two or more lay auditors
• A report by a qualified auditor
• Or unaudited accounts, where the conditions for such exist

 13.8.2 If a full audit or a report is required, a person who is a qualified auditor under section 91 of the Co-operative Community Benefit Societies Act 2014 shall be appointed.  The qualified OR lay auditors, if so appointed, shall not be officers or servants OF THE Society and nor shall they be partners of, or in the employment of, or employ, an officer or servant of the Society.  Lay auditors shall be chosen by the Committee of Management from the general membership and / or others.

13.8.3 If the membership vote for unaudited accounts, the society’s income expenditure ledger shall be scrutinised by the secretary and the committee members only and signed, as a true record, by the Secretary and two committee members or any other number as may be required by legislation.

An income /expenditure report will be prepared to present to the Society’s members at each Annual General Meeting.

13.8.4 The auditors of the Society shall make a report to the Society on the accounts examined by them and on the revenue account or accounts and the balance sheet of the Society for the year of account in respect of which they are appointed in accordance with the Co-operative and Community Benefit Societies Act 2014.

13.8.5 Copies of Annual Returns

The Secretary shall be supplied with copies of the last annual return together with the report of the auditor on the accounts and balance sheet contained in the return and shall supply such a copy gratuitously to every member having an interest in the funds of the club, on demand.

13.8.6 Balance Sheet

• The Society shall not publish any balance sheet which has not previously been audited by the Society’s Auditor, if required, and any copy of a balance sheet published by the Society shall incorporate the report made thereon by the Auditor.
• A copy of each balance sheet made during the period included in an annual return shall be sent by the Secretary to the Registrar together with the said annual return and each copy shall incorporate the report made thereon by the Society’s Auditor.
• The Committee shall lay before the annual meeting the accounts and annual return as audited together with the report made thereon by the Society’s Auditor.
• The Society shall keep a copy of the last balance sheet for the time being together with the report made thereon by the Society’s Auditor kept at its registered office.

13.8.7 Inspection of Books – Any member or person having an interest in the funds of the Society shall be allowed to inspect the Society’s accounts at all reasonable hours at the registered office of the Society, or at any place where the same are kept subject to such regulations as to the time and manner of such inspection as may be made from time to time by the General Meetings of the Society.

13.9 Voluntary Asset Lock

13.9.1 Asset Lock: The assets of the Society are subject to a voluntary, non-statutory asset lock and cannot be transferred, sold, or otherwise disposed of except in accordance with rule 13.9.

13.9.2 Permitted Transfers: The following transfers are permitted under this clause:

• Transfers made for full consideration (i.e. the asset is exchanged for something of equal value), to further the Society’s objects.
• Transfers to another not-for-profit entity for less than full consideration, provided that the receiving body has purposes that are the same as or similar to the Society’s objects;
• Transfers made in accordance with a merger or reconstruction that is pre-approved by the appropriate regulatory authority (where required) and has been agreed at a General Meeting in accordance with the 2014 Act. 

13.9.3 Amendment: The asset lock clause (13.9) shall not be amended or removed except in accordance with Rule 15.2. 

14. COPIES OF RULES 

14.1 It shall be the duty of the Committee to supply free of charge to all members a copy of current rules which may be delivered by email or by delivery of a hard copy or through the society’s website. Where a member has already been provided with a copy there may be a charge of up to £5 for a second copy (under s18 of the 2014 Act). 

15. AMENDMENT AND APPLICATION OF RULES 

15.1 Changes to the rules of the Society (ie. new rules made, rules amended or rescinded) may only be made at a General Meeting and when a majority of voting members who are present at the meeting approve the change. 

15.2 Rule 13.9 and Rule 17.2 may only be amended by the unanimous written consent of all the Members 

15.3 No new rule or amendment of rule is valid until registered with the Financial Conduct Authority in accordance with the 2014 Act.

15.4 The Society shall be run in accordance with its registered rules

16. INDEMNITY 

16.1 Every member of the Committee shall be indemnified by the Society against all losses and liabilities incurred by him in relation to the execution of his Office providing that nothing in this clause shall entitle him to any indemnity against liability arising through negligence or fraud or similar actions on his part.

17. DISSOLUTION 

• The Society may at any time be dissolved by the consent of three-fourths (75%) of the members testified by their signatures to an instrument of dissolution in the form prescribed in the 2014 Act, or may be wound up in any other manner provided for by the 2014 Act.
• If on winding up or dissolution of the Association any of its assets remain to be disposed of after its liabilities are satisfied, none of these assets shall be distributed among the Members but should be passed to an organisation with purposes that are the same as or similar to the Society’s objects.