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Anselmians RUFC New Anselmians ? Special General Meeting of Members Friday 20 November 2009.

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Presentation on theme: "Anselmians RUFC New Anselmians ? Special General Meeting of Members Friday 20 November 2009."— Presentation transcript:

1 Anselmians RUFC New Anselmians ? Special General Meeting of Members Friday 20 November 2009


3 Anselmians RUFC The Proposal: To incorporate as a Company Limited by Guarantee (the Company) To adopt the proposed constitution as drafted To approve the transfer of the Assets & Liabilities of the Club to the Company To apply for registration as a Community Amateur Sports Club (CASC) Appointment of interim Directors

4 Anselmians RUFC Why Incorporate? – Limit Risk To obtain for the Members the benefit of limited liability. Members are currently personally liable for any borrowings or other liabilities that the club may have. A Rugby Club is a risky business As we develop our activities we are increasing the exposure of our officers and members In an increasingly litigious age legal actions will involve the club itself rather than its Trustees, Officers or Members.

5 Anselmians RUFC Why Incorporate? - advantages All the property of the club would become directly owned by the club rather than through the trustees as at present which removes the need to appoint or change trustees Incorporation will enable the club to give a floating charge over its assets or to create debentures so as to secure any borrowings. This will make it easier to raise finance when it is needed by the club Funders will not lend to a bunch of guys who run a rugby club Corporate structure with improved operating disciplines

6 Anselmians RUFC Why Incorporate? - opportunities RFU Support – Accreditation RFU Support – Facilities Loans Local Government Support – CASC status Local Government Support – Grant aid Community Support

7 Anselmians RUFC Why Limited by Guarantee? The appropriate form of incorporation primarily for non-profit organisations A guarantee company does not have a share capital Members are guarantors instead of shareholders The guarantors give an undertaking to contribute a nominal amount towards the winding up of the company in the event of a shortfall upon cessation of business. In our case £1 per member It cannot distribute its profits to its members It is eligible to apply for charitable status if necessary It is eligible for CASC status

8 Anselmians RUFC A Constitution For Our Time

9 Anselmians RUFC Why Change the Constitution? To incorporate, the Company must have its Memorandum and Articles of Association registered at Companies House These need to be in the appropriate format and correctly describe the structure and objects of the Company in order to comply with the Companies Acts The terms of the Memorandum and Articles must be acceptable to the RFU to secure their support They must comply with the requirements of our prospective CASC status

10 Anselmians RUFC What changes? The Club is its own legal entity, not the individual members The assets of the club cannot be distributed to the members on dissolution Instead they will be transferred to an appropriate not-for-profit rugby organisation or charity

11 Anselmians RUFC What changes? A Board of Directors will be responsible for the supervision of management and security of the Club The Board must have a minimum of 4 (max 8) The First Board would be : President Chairman Secretary Treasurer Plus up to 4 others if co-opted by the Board All will retire immediately prior to the 2010 AGM but may offer themselves for re-election The daily management of the club may remain with a management / general committee and its sub-committees in accordance with the clubs rules and regulations

12 Anselmians RUFC Club Rules Will remain the same but may be reviewed from time to time by the Directors for approval, where appropriate, by the membership at General Meeting These are currently framed within the existing constitution They include: Membership categories and rights Membership fees and subscriptions Discipline and expulsion Licensing rules Codes of conduct

13 Anselmians RUFC Community Amateur Sports Club

14 Anselmians RUFC Why Apply for CASC Status Significant financial benefits Finance Act 2002 introduced tax reliefs for CASCs Mandatory Rates relief Cannot register if we pay players Protection from Capital Gains Tax Gift aid on sponsorship or donations

15 Anselmians RUFC Criteria for CASC Status Membership open to whole community All facilities available without discrimination Constitution must provide that profits cannot be distributed, i.e., all go back into club Improved facilities for and encouragement of approved sports Appropriate dissolution clause in constitution Protection from Capital Gains Tax Gift aid on sponsorship or donations Once a CASC, always a CASC!

16 Anselmians RUFC New Anselmians ? VOTE TO SECURE OUR FUTURE

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