| BID Proposed Constitution |
 THE CONSTITUTION 1.0 Name The group will be known as the Astmoor Business Steering Group, hereinafter referred to as ‘the Partnership’. 2.0 Vision The partnership is an association of organisations and individuals committed to working together in order to improve the trading environment for companies located on Astmoor Industrial Estate. Our vision: “To promote Astmoor Industrial Estate as a location of choice for both employers and employees across Cheshire and Merseyside, by working in partnership to focus on our three themes for improvement” 3.0 Themes for improvement 2008 - 2013 1. Increasing business security and preventing crime 2. Image enhancement measure across the estate 3. To ensure a co-ordinated estate through the provision of a range of support functions that will benefit all businesses These three themes will be implemented through a Business Improvement District (BID) Business Plan, which was approved by businesses and property owners on the estate on 7th December 2007. 4.0 Principles a) To improve the commercial trading environment for all through joint action b) To achieve best value for businesses on the industrial estate in the delivery of the Business Improvement District c) To ensure meaningful engagement with the whole community d) To work in partnership e) To undertake work that has due regard to safe practices f) To undertake work that balances economic, social and environmental development in order to create a sustainable business community g) To communicate effectively h) To ensure adherence to equal opportunities i) To encourage partners and stakeholders to operate efficiently and effectively in response to our needs. j) To instill community cohesion, and develop a connected estate. The Partnership will be non-party in Politics and non-sectarian in Religion. 5.0 The role of the Astmoor Business Steering Group Astmoor Business Steering Group is a facilitator. The Partnership is committed to identifying business needs and ambitions and enabling projects to be delivered by: • Influencing change • Attracting investment (internal and external) • Linking two or more parties to deliver a common goal. 6.0 Geographical area of responsibility The Partnership’s key objectives focus on businesses and properties located within the BID area:
7.0 Partnership Affairs The general affairs of the Partnership shall be directed and managed by a committee to be known as the Executive Committee who shall meet not less than five times per year. Specific areas of interest and relevant actions within the business plan will be directed and managed by sub-groups known as Thematic Groups who shall meet as appropriate and report directly to the Executive Group. The Executive Committee will report at least three times a year to members of the Astmoor Business Steering Group through the Annual General Meeting and at least further two Astmoor Business Steering Group Meetings. 8.0 Inclusion and equality The Astmoor Business Steering Group will seek to undertake its activities in an inclusive manner, and will encourage participation from all areas of society irrespective of age, sex, sexual orientation, race, nationality or Political or religious or other opinion. 9.0 Affiliations The Partnership may join, support or affiliate to other initiatives when it is deemed necessary in the realisation of its objectives. Affiliations will be agreed by the Executive Committee. 10.0 Membership 10.1 The Partnership 10.1.1 Businesses and property owners who are liable for a non-domestic rates bill on Astmoor Industrial Estate and therefore, a levy under the Business Improvement District, are through payment of this mandatory levy members of the Astmoor Business Steering Group. Each business will be entitled to a single membership position or vote, regardless of the number of hereditaments held upon the estate. 10.1.2 Other organisations, statutory authorities, associations, individuals, community groups, schools or churches that wish to support the objectives of the Partnership are invited to become partnership associates. Partnership associates will not have any voting rights at meeting of the Astmoor Business Steering Group. 10.1.3 For a meeting of the Partnership to be quorate at least seven members must be present. 10.2 The Executive Committee The Executive Committee shall have no more than seven members, which will include a Chairperson and a Treasurer. 10.2.1 The Executive Committee consists of volunteers elected from the membership of the Astmoor Business Steering Group. 10.2.2 Secretariat for the Executive Committee will be provided by the project managers appointed to manage the projects and activities of the Astmoor Business Steering Group. The Project Management Organisation (PMO) for the partnership is Halton Borough Council’s Economic Regeneration Service. The PMO will be an ex-officio member of the Executive Committee, and as such is considered to be a core partner to the Astmoor Business Steering Group. Accordingly the PMO would be expected to attend all Executive Committee meetings. 10.2.3 Representatives from local organisations/agencies and authorities may be called upon to advise the Executive Committee, but will carry no voting powers. 10.2.4 The Executive Committee will be chaired by the Chairperson of the Astmoor Business Steering Group. The Treasurer for the Astmoor Business Steering Group will be appointed from within the elected Executive Committee, by the Executive Committee once it has been established. 10.2.5 The Executive Committee shall retire from office together at the conclusion of the Annual General Meeting but may be re-elected or re-appointed. 10.2.6 Eight weeks prior to each Annual General Meeting eligible persons will be invited to present themselves for election at the same time. Applications will be presented to the Astmoor Business Steering Group to vote upon at the Annual General Meeting. The election process will be completed at the Annual General Meeting where resignations will be formally received and election results confirmed. 10.2.7 If casual vacancies occur among the elected members of the Executive Committee, it shall have the powers to fill these from among the members of the Partnership. 10.2.8 For a meeting of the Executive Committee to be quorate at least 3 executive members must be in attendance. 10.3 Thematic Groups Thematic Groups shall have between 2 and 10 members, which will include a Chairperson who has been a member of the Executive Committee for a minimum of 3 months. Thematic Group Chairs will make decisions within the group and will refer to Executive Committee for clarification/approval. 10.4 The appointed Project Management Organisation (PMO) 10.4.1 Halton Borough Council’s Economic Regeneration Service has been appointed as the Project Management Organisation (PMO). 10.4.2 Economic Regeneration will be responsible for co-ordinating the partnership and ensuring that the funds collected by the Local Authority are spent in line with the Business Improvement District Proposal. 10.4.3 The PMO will act as the BID Body, on behalf of the Astmoor Business Steering Group. The key responsibilities of the PMO will be:
10.5 Resignation and termination of membership from the Executive Committee Any member of the Executive Committee may resign from his/her appointment as a member of the executive by giving the PMO appointed project manager or the Chairperson written notice to that effect. 10.6 Rules of procedure at all meetings 10.6.1 Voting Any question arising at a meeting of the Partnership or one of its committees shall be decided by a simple majority of those business members present and voting. Voting shall be undertaken through a show of hands, with the exception of votes to approve the Executive Committee, amendments to the constitution and for votes where the Chair decides that a secret vote would be more appropriate, or where specifically requested by any full member. Each business present shall have one vote in any given ballot, regardless of the number of representatives present from any one business at the meeting. 10.6.2 Quorum Any three elected members of the Executive Committee shall constitute a quorum for a meeting of the Executive Committee. Any seven members of the Astmoor Business Steering Group shall constitute a quorum for a meeting of the Astmoor Business Steering Group. 10.6.3 Minutes Minutes shall be kept of the Executive Committee and Astmoor Business Steering Group meetings. Accuracy of minutes shall be the responsibility of the meeting Chair. Minutes shall remain draft until formally approved by the relevant meeting Chair. Any queries arising from the minutes shall be raised at the subsequent meeting. The Executive Committee have responsibility for ensuring that accurate minutes are kept for all meetings, utilising support from the PMO as required. 10.6.4 Declaration of interest Members must declare interest where partnership decisions will impact on stated interest. 11.0 Annual General Meeting Once each calendar year, an Annual General Meeting of the Partnership shall be held at such time and place as the Executive Committee shall determine, being not more than fifteen months after the adoption of this constitution and thereafter the holding of the preceding Annual General Meeting. At least 21 clear days’ notice shall be posted given to members of the Astmoor Business Steering Group. The business of each Annual General Meeting shall be:
The Annual General Meeting will be chaired by a representative from the Local Authority. 12.0 Records The proposal for the Business Improvement District on Astmoor Industrial Estate, minutes of meetings and the annual delivery plan will be available by email or hard copy. Financial information will be presented at the Annual General Meeting and will be available for inspection at reasonable notice at Economic Regeneration Service’s office based The Heath Business & Technical Park, Runcorn, Cheshire, WA7 4QX. 13.0 Finance and delegated powers of expenditure Economic Regeneration Service will be the Accountable Body for Partnership. The Partnership will not be directly responsible for holding funds but will be responsible for agreeing funding priorities. Financial reports and records will be the responsibility of the Partnership PMO and will be presented at Annual Meetings or periodically at the request of the Executive Committee. The delegated authority level for financial expenditure of the Executive Committee is up to a value of £5,000 per single item. The delegated authority level for financial expenditure of the Project Management Organisation is up to a value of £2,000 per single item. 14.0 Employees The Partnership will not be directly responsible for employing staff. Employment, development and management responsibility for Partnership Project Manager and other support staff will sit with the PMO and will be subject to internal appraisal procedures. The Executive Committee may make recommendations to guide and steer the Partnership Project Manager and other staff dedicated to supporting the Partnership but ultimate Line-Management and directive responsibility lies with the PMO as the employer. 15.0 PR and Media protocol Press and media enquiries shall be referred to the Partnership Project Manager and Chair before any official statement is made by individual members of the Executive Committee or Thematic Groups on behalf of the partnership. 16.0 Powers The Executive Committee are key influencers and enablers. Powers however are limited but include:
17.0 Disbandment Disbandment may be decided upon by a simple majority of the total membership at a General Meeting, which has been called by the Executive Committee for this purpose. The Executive Committee shall have power to dispose of assets held by the managing organisation, in accordance with the objectives of the Vision Statement. Any disbandment of the BID arrangements will have to comply with section 18 of The Business Improvement Districts (England) Regulations 2004. 18.0 Indemnity In the executions of the trusts hereof no member of the Executive Committee shall be liable:
And no member of the Executive Committee or Thematic Groups shall be liable by reason of any mistake or omission made in good faith by any member of the Executive Committee or the Thematic Group other than willful and individual fraud, wrongdoing or wrongful omission on the part of the member who is sought to be made liable. 19.0 Powers to call extraordinary general meeting Where seven or more business members wish to call an extraordinary general meeting, this may be arranged through providing in writing to the Chair and PMO notice of such a request, detailing:
Note: Extraordinary general meeting can be used to vote on any matters including those items usually voted on at an Annual General Meeting. 20.0 Alterations to the Constitution Any proposals to alter this constitution must be delivered in writing to the Chairperson of the Executive Committee not less than 28 days before a General Meeting at which it is to be considered. Any alteration will require approval by a minimum of two-thirds of the total membership present at the General Meeting. We confirm that this constitution has been approved by a majority of members in attendance of the first annual general meeting of the Astmoor Industrial Estate on the XXXXXX 2008. Chair of Astmoor Business Steering Group Name ………………………………… Signed …………………………………. Date ………………………………… Treasurer of Astmoor Business Steering Group Name ………………………………… Signed …………………………………. Date ………………………………… |
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