1. THE COMPANY
The company is “The Sunbeam Talbot Alpine Register Ltd” and is a Company Limited by Guarantee, registered in England. The company will trade as the “Sunbeam Talbot Alpine Register” or “STAR”.
a) To stimulate pride of ownership by encouraging the restoration, presentation and regular use of qualifying cars.
b) To offer practical assistance, where possible, in obtaining replacement parts, technical literature and information.
c) To encourage the interchange of relevant information between members and between STAR and other car clubs.
d) To organise social and, where possible, competitive events.
e) To sponsor members and their cars taking part in approved exhibitions, parades etc., as appropriate.
f) To build up a reference library for the benefit of members and their eligible cars.
g) To promote good fellowship amongst members.
h) To publish to all members a magazine on the activities of STAR.
i) To ensure the availability of spare parts or their re-manufacture, if necessary from existing suppliers for eligible cars as far as is reasonably practical.
STAR is a Club which shall be headed by a President and managed by a General Committee consisting of seven officers and two other elected members. The post of President is in the gift of the Club, is an honorary position and of no fixed term. The Club is registered with the RAC, and is a member of the Association of Rootes Car Clubs.
4. QUALIFICATION FOR MEMBERSHIP
a) Membership is open to enthusiasts and owners of Talbot, Sunbeam Talbot, Sunbeam or Sunbeam Alpine cars manufactured between the years 1936-1957 inclusive.
b) Joint membership or family membership will be made available to two persons having a joint interest in a car, on payment of a slightly higher subscription, but counts as two members for voting purposes.
c) The General Committee may approve, from time to time, the appointment of Honorary Members who will not be required to pay the annual subscription.
5. APPLICATION FOR MEMBERSHIP
a) Application for membership must be made on a duly completed application form and sent with the appropriate subscription to the Clubs Membership Secretary. The General Committee reserve the right to refuse membership.
b) Each applicant shall be deemed to agree, in the event of his or her application being accepted, to be bound by the provisions of the Clubs Constitution and by any regulation thereunder, as the same may, from time to time be amended.
A member may resign membership at any time by giving seven days’ notice in writing to the Secretary. Unexpired portions of subscriptions shall not be refundable.
The General Committee may expel or suspend from the Club, by giving seven days’ notice, any member whose conduct is deemed to be injurious to the character and interests of the Club. The recipient has the right of appeal against the decision, which must be put before a General Meeting of the membership, whereupon a vote of the membership will be final. Any member whose subscription is three months in arrears and who fails to pay his or her subscription within 14 days of a written request for payment from the Membership Secretary shall forfeit membership of the Club, but may be readmitted at the discretion of the General Committee on payment of arrears.
a) Membership will only be maintained by remittance of the appropriate annual subscriptions, which will be determined annually by the General Committee, and subject to ratification by the membership at a General Meeting.
b) The membership renewal date will be 1st April.
c) Persons joining after 1st October shall pay one half of the full annual subscription, to run until the end of that subscription year.
d) Persons joining the Club between 1st February and 31st March will pay the full subscription but will not be called upon to pay a further subscription until 1st April the following year.
9. GENERAL COMMITTEE
a) The General Committee is responsible for the management of the Club and is authorised to exercise all powers and do all acts to further the objects of the Club, save those expressly directed or required to be exercised or done by Club members in a General Meeting. When in the role as Editor, the Editor of Stardust has a duty to be impartial when selecting material for the magazine and should be even-handed when representing the opinions of members.
b) The General Committee shall consist of Chairman, Vice Chairman, Secretary, Treasurer, Membership Secretary, Side-valve Secretary, Editor and two General members.
c) Members of the General Committee shall be elected at the Annual General meeting (hereafter referred to as the AGM) and shall serve for three consecutive years, and shall retire by rotation as follows:
1st Year – Secretary, Side-valve Secretary, one General Member.
2nd Year – Chairman, Editor, Membership Secretary.
3rd Year – Vice-Chairman, Treasurer, one Committee Member.
If the Chairman, or any Committee Member, is deemed to be injurious to the elected position, he or she may be requested to relinquish that position by a 75% Committee vote: such a decision must be advised to the membership through the next magazine and ratified by postal vote if deemed necessary. New Committee Members will take office on the first day of the second clear month after the AGM, but in the interim will liaise with the present incumbent. Should any Committee post be unfilled by election at the AGM, or by any other cause, the Committee may co-opt a person to fill that vacancy. Such co-option must be advised to the membership through the next magazine and ratified at the next General Meeting, or by postal vote if deemed necessary.
d) The General Committee will meet no less than four times a year, of which Members would be expected to attend at least three. Only Committee Members may attend these meetings, unless by specific invitation of the Committee. The General Committee and any member acting on behalf of said committee will be bound by the STAR Conflict of Interest Policy which is attached as an addendum to the Club rules.
e) No less than four Committee Members shall form a quorum.
f) The Club Secretary will notify each General Committee Member, in writing, of the date, time, venue and agenda of each General meeting. The notification will be appended to a copy of the minutes from the previous meeting and circulated to the Committee Members no less than seven days prior to the next meeting. Alternatively, a resolution in writing and signed by all the Members for the time being of the Committee, shall be as valid and effectual as if it had been passed at a meeting of the Committee duly convened and constituted.
g) The General Committee may elect sub-committees or individuals from the Membership for specific tasks provided they are under the direction of, and responsible to, the General Committee.
h) Minutes will be taken of all meetings of the Committee and of any sub-committee, and shall be kept in a permanent record and signed by the Chairman at the next meeting. A copy of the minutes shall be sent to all Committee Members and shall be freely available to any Club member on request.
10. GENERAL MEETINGS
The Club shall hold an AGM each year on a date and at a time to be fixed by the Committee.
Registration of members present will take place before the meeting commences.
The AGM shall:
1. Receive from the Committee a statement of accounts, showing receipts and expenditure for the previous financial year ending 31st March.
2. Appoint an Auditor or Auditors for the ensuing year, if deemed necessary.
3. Receive from the Committee a full report of the activities of the Club during the said year.
4. Elect Officers for the coming year.
5. Transact such other business due notice of which has been given to the membership.
a) At least six weeks’ notice by notification in Stardust or by letter or by electronic means of every General Meeting must be given to the Membership, and such notice shall specify the date, time and venue of the meeting and detailed nature of the business to be transacted.
b) Nominations for Committee positions must be duly proposed and seconded, with the acceptance of any nominee, and such proposals to be communicated in writing to the Club Secretary fourteen days prior to the AGM.
c) Items for the Agenda, including any motions for debate, must be submitted in writing to the Secretary six weeks prior to the AGM.
d) A quorum shall be fifteen members present in person, including any members of the Committee.
e) Voting: the Secretary shall publish a list of positions for election to the Committee, and any motions for debate, in a circular which shall be sent to all members six weeks prior to the AGM. Members may signify their voting intentions in writing to the Secretary no later than one week prior to the AGM if they will be unable to attend. All postal votes will be counted prior to the meeting; should a member who has submitted a postal vote subsequently attend the AGM, his or her postal vote will be cancelled. Members attending the AGM shall vote on each proposition by a show of hands, and each proposition shall be decided by a total of personal and postal votes. In the event of a ‘tie’, the Chairman of the meeting shall have the casting vote.
f) Alterations or additions to the ‘Constitution’ can only be effective by a two-thirds majority of Members voting at any General Meeting or by referendum of all members by means of a postal vote.
g) Only Members of the Club may make a proposition for consideration by the Membership at General Meetings.
h) An Extra-Ordinary General Meeting may be convened at any time either by order of the General Committee, or by the written request of at least 20 Members of the Club, communicated to the Secretary for the attention of the General Committee. At least six weeks’ notice by notification in Stardust or by letter or by electronic means must be given to the Membership by the Secretary of the date, time, venue and purpose of the meeting, and the same voting constraints shall apply as for an AGM.
a) Officers of the Club, Members of the Committee and Working Parties cannot be held responsible for any injury, loss or damage to Club Members, third parties, or property howsoever caused.
b) The Club may be dissolved by a Special resolution at a General Meeting convened in the correct manner. If the resolution is duly passed the Committee shall forthwith liquidate the affairs of the Club. If there are any surplus assets on realisation, these shall be disposed of by the Committee in accordance with the Memorandum, clause 4. If there be a loss on realisation, a claim of not more than £1-00 (one pound) may be made on each individual member to cover such loss.
12. USE OF CLUB NAME
The name of the Club and any addresses used will not be given by any Club Member as their designation for any trade, advertising or business purpose, or in connection with any legal proceedings, unless authorised by a full General Meeting.
13. OBSERVANCE & INTERPRETATION OF RULES
Every Member binds himself/herself to abide by the Rules of the Club, and also by any modification thereof made in conformity with such Rules, and also to accept as final and binding, the decision of the Committee in all cases of dispute or disagreement as to the interpretation of these Rules.
NB The above Club Rules are a guide to the details given in the Memorandum and Articles of Association which take precedence in the case of inconsistency with the Rules. The Memorandum and Articles of Association are available at the Registered Office of the Club and can also be seen at General Meetings.
Revised and amended July 2017
Addendum 1: Conflict of Interest Policy
1. All Committee members, Officers, Directors, and Members of The Sunbeam Talbot Alpine Register Limited (STAR) will strive to avoid any conflict of interest between the interests of STAR on the one hand and personal, professional or business interests on the other hand. This includes avoiding actual confilcts of interest as well as the perception of conflicts of interest.
2. The purpose of this policy is to protect the integrity of STAR and to enable all persons or companies coming into contact with or having dealings with STAR to have complete confidence in such integrity.
3. In the course of meetings, events or shows Committee members and other representavives will disclose any interests in a transcation or decision where there may be a conflict between STAR and the Committee members or other representatives best interests.
4. It is understood that after any such disclosure any Committee member may be asked to leave the meeting, event or show and may not be able to take part or any further part in the proceedings, depending on the judgement of the other Committee members present at the time.
5. Any such disclosure and the subsequent actions taken will be noted in the next available minutes.
6. This policy is meant to supplement good judgement and common sense. All Committee members, Officers, Directors, and Members should respect its spirit as well as its wording.