Constitution

1) Title The Group shall be called the Welsh Highland Railway Heritage Group.

2) Establishment The Group is independent of all other Welsh Highland Railway organisations, but it will work closely with all appropriate organisations.

3) Aims To locate, record, categorise and preserve as appropriate buildings, bridges. mineral lines, quarries, infrastructures and other artefacts, including documents and records, associated with the Welsh Highland Railway and its predecessors with a view to their preservation, restoration and, where appropriate eventual re-incorporation into the rebuilt Welsh Highland Railway.

4) Activities In furtherance of the aims of the Group, its activities shall be arranged by the Committee as from time to time may be deemed most suitable.

5) Membership

a) Membership of the Group shall be open to all who support its aims, except as under (h) below.

b) Honorary Membership may be conferred at the discretion of the Committee.

c) The rates of subscription shall be approved by a two thirds majority at a General Meeting of the Group.

d) Annual subscriptions are due on the 1st January. Any member who has not paid by the 31st of March will be deemed to have lapsed from membership. Lapsed members may rejoin on payment of the subscription.

e) Each member shall be provided with a copy of the Constitution, Rules and Regulations and shall be advised of any alterations thereto. Acceptance of membership shall be taken as evidence that the applicant agrees to abide by the Constitution and the Rules and Regulations of the Group.

f) Membership of the Group does not give right of access to railway or other property.

g) The Group shall not be responsible for any loss or injury, however sustained, by any member in any activity of the Group.

h) The Committee shall have the power to suspend the membership of any member who is in breach of the Constitution or of the Group’s Rules and Regulations, or whose behaviour is considered to be detrimental to the interests of the Group and the railway in general. The reasons for the suspension of the member shall be put to the member in writing. A suspended member may appeal to the members in general meeting for reinstatement.

6) Administration

a) The Group shall be administered by a Management Committee of five members, of whom three, including co-opted members, shall be deemed to form a quorum,

b) All members of the Committee shall be paid up members of the Group.

c) Additional members may be co-opted to the end of the Group’s year.

d) The Committee shall have the power to appoint sub-committees from amongst the Group membership, to carry out specific tasks. The Chairman, Secretary and Treasurer shall be ex-officio members of any sub-committee. The membership of all sub-committees shall be subject to review at the first Committee meeting following the Annual General Meeting.

7) Election of Officers

a) Members of the Management Committee shall be elected by a majority vote at the Annual General Meeting.

b) Nominations to serve on the Committee must be made in writing. The consent of the nominee must be given, and the nomination must have a proposer and a seconder, who must be paid up members of the Group.

c) The closing date for nominations shall be six weeks before the Annual General Meeting.

d) The Management Committee shall itself appoint the following officers from amongst its members at the first Committee meeting following the Annual General Meeting. 1) Chairman. 2) Secretary. 3) Treasurer 4) Such other officers as the Committee may decide.

e) Two members of the committee shall retire annually, but may offer themselves for re-election.

f) Retirement shall be decided by seniority. In the event of equal seniority retirement shall be decided by agreement or lot.

8) Financial Year and Annual General Meeting

a) The Group’s Financial Year shall run from the 1st of January to the 31st of December.

b) Written notice of the Annual General Meeting and its agenda shall be given to all members not less than 21 days before the date of the Annual General Meeting.

c) Motions at a General Meeting require a simple majority for acceptance, except in the case of a change to the constitution, when a two thirds majority is required.

9) Extraordinary General Meetings and Special General Meetings

a) Special business may be proposed if supported in writing by not less than 10% of the membership and accompanied by a deposit of cash sufficient to cover all reasonable costs thereof.

b) The committee shall call an extraordinary general meeting of members within three months of the receipt of the request, unless that comes within two months of a forthcoming general meeting already arranged. Such meetings shall be held at such time and place as the Management Committee may direct.

c) Twenty-eight days notice shall be given by the Secretary to all paid up members of the date, place and purpose of the Extraordinary General Meeting.

d) The substantive special business shall be followed by a motion to be put by the proposers of the special business at their discretion to the AGM that the deposited funds shall be repaid to the proposers and the costs borne by Group funds.

e) Motions at an EGM require a two-thirds majority for acceptance.

f) The Committee may call a Special General Meeting for any purpose, at any time. The Secretary shall give twenty-eight days notice to all paid up members of the date, place and purpose of the Special General Meeting. A Special General Meeting is an ordinary General Meeting under the terms of this Constitution.

10) Rules and Regulations The Committee may from time to time make whatever Rules and Regulations it deems necessary in furtherance of the aims of the Group, subject to confirmation at the next Annual General Meeting of the Group.

11) Notice of Motion or Resolution Written notice of a motion or resolution shall be given to the Secretary not less than six weeks prior to any ordinary General Meeting and circulated to all members together with the agenda.

12) Liaison with the Festiniog Railway Co., Welsh Highland Railway Co., Welsh Highland Railway Society & Welsh Highland Light Railway Co. The Committee shall at all times maintain a close and informal relationship with all interested parties and kindred bodies.

13) Winding up. In the event of the Group being wound up its assets shall be offered to the organisation most closely associated with its aims.

RULES & REGULATIONS

1) The Committee may appoint an Honorary President and any number of Honorary Vice Presidents, subject to annual review by the members at the Annual General Meeting. Any person so appointed shall be a non-voting member of the Committee.

2) Group expenditure shall normally be approved by the Committee. If required the Chairman and Treasurer may jointly authorise expenditure without reference to the rest of the Committee, provided such expenditure is for approved Group activities and does not exceed the limits set by the Committee.

3) Any person joining the Group during the last three months of any membership year shall receive free membership for the following membership year.

14th August 1998 –

Amended 25th September 1998, 4th October 1998, 17th Jan 1999 and 24th Jan 1999 and 28th March 1999. This constitution was approved at the AGM held on the 28th March 1999.

Endorsed by members at an electronic Special Meeting of the Committee on 12th March 2017