The name of the Society shall be the Angel Association.
The Society is established for the public benefit for the following purposes in the area comprising St. Peter’s
Ward, London Borough of Islington as defined and surrounding area which area shall hereinafter be
referred to as “the area of benefit”
(i) To promote high standards of planning and architecture in or affecting the area of benefit
(ii) To educate the public in the geography, history, natural history and architecture of the area of
To secure the preservation, protection, development and improvement of features of historic or
public interest in the area of benefit
To advance public safety by the promotion of safe traffic movements throughout the area of
In furtherance of the said purposes but not otherwise the Society through its Executive Committee shall
have the following powers:
To promote the area of benefit
To promote research into subjects directly connected with the objects of the Society and to
publish the results of any such research
To act as a co-ordinating body and to co-operate with the local authorities, planning committees,
and all other statutory authorities, voluntary organisations, charities and persons having aims
similar to those of the Society
To promote or assist, including through subscriptions, activities of a charitable nature throughout
the area of benefit
To publish reports and other literature
To make surveys and prepare maps and plans and collect information in relation to any place,
erection or building of beauty or historic interest within the area of benefit
To hold meetings, lectures and exhibitions
(viii) To give advice and information
To raise funds and to invite and receive contributions from any person or persons whatsoever by
way of subscription, donation or otherwise; provided that the Society shall not undertake any
permanent trading activities in raising funds for its primary purpose
To acquire, by purchase gift or otherwise, property whether subject to any special trust or not
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To sell, let, mortgage, dispose of or turn to account all or any of the property or funds of the
Society as shall be necessary
To borrow or raise money for the purposes of the Society on such terms and on such security as
the Executive Committee shall see fit, but so that the liability of individual members of the Society
shall in no case extend beyond the amount of their respective annual subscriptions
(xiii) To do all such other things as are necessary for the attainment of the said purposes
Membership shall be open to all who are interested in actively furthering the purposes of the Society. No
member shall have power to vote at any meeting of the Society if his or her subscription is in arrears at the
time. The year covered by an annual subscription due from a member shall run from AGM to AGM, with a
three months’ period of grace. The level of subscriptions shall be as proposed by the Executive Committee
from time to time and agreed by members at an AGM.
Corporate members shall be such societies, associations, educational institutions or businesses as are
interested in actively furthering the purposes of the Society. A corporate member shall appoint a
representative to vote on its behalf at all meetings but before such representative exercises his or her right
to vote the corporate member shall give particulars in writing to the Honorary Secretary of such
An Annual General Meeting shall be held once in every year to receive the Executive Committee’s report,
audited accounts and to elect Officers and Members of the Committee. The Committee shall decide when
ordinary meetings of the Society shall be held.
Special General Meetings of the Society shall be held at the written request of fifteen or more members
whose subscriptions are fully paid up. Twenty members personally present shall constitute a quorum for a
Meeting of the Society.
The Committee shall give at least 7 days’ notice to members of all Meetings of the Society.
Nominations for the election of Officers shall be made in writing to the Honorary Secretary at least 14 days
before the Annual General Meeting. Such nominations shall be supported by a seconder and the consent
of the proposed nominee must first have been obtained. The elections of Officers shall be completed prior
to the election of further Committee members. If the nominations exceed the number of vacancies, a ballot
shall take place in such manner as shall be determined.
Nominees for election as Officers or Committee members shall declare at the Annual General Meeting at
which their election is to be considered any financial or professional interest known or likely to be of concern
to the Society.
The Officers of the Society shall consist of:
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All of whom shall relinquish their office every year and shall be eligible for re-election at the Annual General
Meeting. The Executive Committee shall have the power to fill casual vacancies occurring among the
Officers of the Society.
6 THE EXECUTIVE COMMITTEE
The Executive Committee shall be responsible for the management and administration of the Society. The
Executive Committee shall consist of the Officers and not less that 4 and not more than 6 other members.
The Committee shall have power to co-opt further members (who shall attend in an advisory and non voting
capacity).The Officers and members of the Committee shall normally be resident or work in the area of
benefit but the Committee shall have power to co-opt additional members from outside the area of benefit.
In the event of an equality of votes cast, the Chairman shall have a second or casting vote. Nominations for
election to the Executive Committee shall be made in writing to the Honorary Secretary before the Annual
General Meeting. They must be supported by a seconder and the consent of the nominee must first have
been obtained. If the nominations exceed the number of vacancies, a ballot shall take place in such
manner as shall be determined. Members of the Executive Committee shall be elected annually at the
Annual General Meeting of the Society, and out-going members can be re-elected. The Executive
Committee shall meet not less than 6 times a year at intervals of not more than 2 months and the Honorary
Secretary shall give all members not less than 7 days’ notice of each meeting. The quorum shall, as near
as may be, comprise one third of the members of the Executive Committee. The Executive Committee shall
have the power to fill up to 3 casual vacancies occurring among the members of the Executive Committee
between General Meetings.
The Executive Committee may constitute such sub-committees from time to time as shall be considered
necessary for such purposes as shall be thought fit. The Chairman and Secretary of each sub-committee
shall be appointed by the Executive Committee and all actions and proceedings of each sub-committee
shall be reported to and be confirmed by the Executive Committee as soon as possible. Members of the
Executive Committee may be members of any sub-committee and membership of a sub-committee shall be
no bar to appointment to membership of the Executive Committee. Sub-Committees shall be subordinate to
and may be regulated or dissolved by the Executive Committee.
8 DECLARATION OF INTEREST
It shall be the duty of every Officer or member of the Executive Committee or Sub-Committee who is in any
way directly or indirectly interested financially or professionally in any item discussed at any Committee
meeting at which he or she is present to declare such interest and he/she shall not discuss such item
(except by invitation of the Chairman) or vote thereon.
9 EXPENSES OF ADMINISTRATION AND APPLICATION OF FUNDS
The Executive Committee shall, out of the funds of the Society, pay all proper expenses of administration
and management of the Society. After the payment of the administration and management expenses and
the setting aside to reserve of such sums as may be deemed expedient, the remaining funds of the Society
shall be applied by the Executive Committee in furtherance of the purposes of the Society.
All monies at any time belonging to the Society and not required for immediate application to its purposes
shall be invested by the Executive Committee in or upon such investments, securities, or property as it may
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see fit, subject nevertheless to such authority, approval or consent by the Charity Commissioners as may
for the time being be required by law or by the special trusts affecting any property in the hands of the
Any freehold and leasehold property acquired by the Society shall, and if the Executive Committee so
directs any other property belonging to the Society may be vested in trustees who shall deal with such
property as the Executive Committee may from time to time direct. Any trustees shall be at least 3 in
number or a trust corporation. The Power of appointment of new trustees shall be vested in the Executive
Committee. A trustee need not be a member of the Society but no person whose membership lapses by
virtue of clause 3 hereof shall thereafter be qualified to act as a trustee unless and until re-appointed as
such by the Executive Committee. The Honorary Secretary shall from time to time notify the trustees in
writing of any amendment hereto and the trustees shall not be bound by any such amendments in their
duties as trustees unless such notice has been given. The Society shall be bound to indemnify the trustees
in their duties (including the proper charge of a trustee being a trust corporation) and liability under such
indemnity shall be a proper administrative expense.
This Constitution may be amended by a two-thirds majority of members present at an Annual General
Meeting or Special General Meeting of the Society, provided that 28 days’ notice of the proposed
amendment has been given to all members, and provided that nothing herein contained shall authorise any
amendment the effect of which would be to cause the Society at any time to cease to be a charity in law.
Any notice required to be given by these Rules shall be deemed to be duly given if left at or sent by prepaid
post or email addressed to the address of that member last notified to the Secretary.
14 WINDING UP
The Society may be dissolved by a two-thirds majority of members voting at an Annual General Meeting or
Special General Meeting of the Society confirmed by a simple majority of members voting at a further
Special General Meeting held not less than 14 days after the previous Meeting. If a motion for the
dissolution of the Society is to be proposed at an Annual General Meeting or a Special General Meeting this
motion shall be referred to specifically when notice of the Meeting is given. In the event of the dissolution of
the Society the available funds of the Society shall be transferred to one or more charitable institutions
having objects similar or reasonably similar to those herein before declared as shall be chosen by the
Executive Committee and approved by the Meeting of the Society at which the decision to dissolve the
Society is confirmed. On dissolution the minute books and other records of the Society shall be deposited
with the Civic Trust.
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