1.1 The name of the Club shall be West London Penguin Swimming and Water Polo Club.
1.2 The Club colours shall be black, white, red and gold.
2.1 The objects of the Club shall be the teaching, development and practice of swimming and water polo for its members, and shall, where appropriate, be to compete. In furthering these objectives:
2.1.1 the Club is committed to treat everyone equally within the context of its activities and with due respect to the differences of individuals. It shall not apply nor endorse unlawful or unjustified discrimination and shall act in compliance with the protections afforded by the Equality Act 2010;
2.1.2 the Club shall implement the Swim England Equality Policy (as may be amended from time to time).
2.2 The Club shall be affiliated to the Swim England London Region and shall adopt and conform to the rules of Swim England London Region, and to such other bodies as the Club may determine from time to time.
2.3 The business and affairs of the Club shall at all times be conducted in accordance with Articles, Regulations and Technical Rules of Swim England (“Swim England Regulations”) and in particular:
2.3.1 all competing members shall be eligible competitors as defined in Swim England Regulations; and
2.3.2 the Club shall, in accordance with Swim England Regulations, adopt Swim England’s Child Safeguarding and Protection Policies and Procedures (“Wavepower”); and shall recognise that the welfare of children is everyone’s responsibility and that all children and young people have a right to have fun, be safe and be protected from harm.
2.3.3 members of the Club shall, in accordance with Swim England Regulations, comply with Wavepower.
2.4 By virtue of the affiliation of the Club to Swim England London Region, the Club and all members of the Club acknowledge that they are subject to the regulations, rules and constitutions of:
2.4.1 Swim England London Region; and
2.4.2 Swim England (to include the Code of Ethics); and
2.5 In the event of any conflict between any Rule or by-law of the Club and any of the Governing Body Rules, then the relevant Governing Body Rule shall prevail.
3.1 The total membership of the Club shall not normally be limited. If, however, the Committee considers that there is good reason to impose a limit from time to time, then the Committee shall put forward appropriate proposals for consideration at a General Meeting of the Club. The members shall have the right to impose or remove any limits on total membership (or any category of membership) of the Club.
3.2 All persons who assist with the Club’s activities shall become members of the Club and hence of Swim England and the relevant Swim England membership fee shall be paid.
3.3 Paid instructors, teachers and coaches, who are not members of the Club, must be members of a body which accepts that its members are bound by Swim England’s Code of Ethics, Swim England Regulations relating to Wavepower, those parts of the Judicial Regulations and procedures necessary for their implementation, and whilst engaged in activities under the jurisdiction of Swim England, shall be subject to all the constraints and privileges of the Judicial Regulations.
3.4 Junior members shall be under the age of 18 years on 31 December in the year of membership. Senior members shall be over the age of 18 years on 31 December in the year of membership.
3.5 Any person who wishes to become a member of the Club must submit a signed application to the Membership Secretary (and in the case of a junior applicant, the application must also be signed by the applicant’s parent or guardian).
3.6 Election to membership shall be determined by the Membership Secretary but other person(s) authorised by the Committee may make recommendation as to the applicant’s acceptability.
3.7 In its consideration of applications for membership, the Club shall not act in a discriminatory manner and in particular, shall adhere to the Equality Act 2010 (as may be amended). Accordingly, (unless the Club chooses to restrict its membership to only people who share the same Protected Characteristic) the Club shall not refuse membership on the basis of a Protected Characteristic within the Equality Act 2010, such as disability; gender or gender identity; pregnancy; race; religion or belief; or sexual orientation. Neither may refusal be made on the grounds of political persuasion.
3.8 The Club may refuse membership only for good and sufficient cause, such as conduct or character likely to bring the Club or the sport into disrepute, or, in the case of an athlete, being unable to achieve the entry standards as laid down and provided by the Club to the applicant for membership.
3.8.1 The Membership Secretary shall be required to give reasons for the refusal of any application for membership.
3.9 Any person refused membership may seek a review of this decision before a Review Panel appointed by the Committee comprised of not less than three members (who may or may not be members of the Committee) and, where possible one should be a Past President. The Review Panel shall, wherever practicable, include one independent member nominated by the Swim England London Region.
3.9.1 Any person refused membership shall be entitled to make representations to the Review Panel.
3.9.2 The procedures for review shall be at the discretion of the Review Panel whose decision shall be final and binding.
4 Subscriptions and other fees
4.1 The members’ annual membership fee and subscription, coaching and squad fees (as applicable) shall be determined from time to time by the Committee and the Committee in so doing may make provision for different squads and different classes of membership as it shall determine.
4.2 The annual membership fee (if applicable) shall be due on joining the Club and thereafter is due in January each year.
4.3 The members’ subscription, coaching and squad fees (as applicable) shall be payable according to the payment schedule determined and published by the Committee.
4.4 Any member whose annual membership (if applicable) and/or subscription, coaching and squad fees (as applicable) are unpaid by the date falling 30 days after the due date for payment may be suspended by the Committee from some or all Club activities from a date to be determined by the Committee and until such payment is made.
4.5 The Committee shall, from time to time, have the power to determine the annual membership fee and other subscription, coaching and squad fees.
4.5.1 This shall include the power to make such increase in the fees as shall, where the Club pays the individual Swim England membership fees to Swim England on behalf of members, be consequential upon an increase in individual Swim England membership fees.
4.5.2 Any increase in fees shall be advised to the members in writing with the reasons for any increase to be reported to the members at the next Annual General Meeting.
4.6 The Executive Officers shall have the power in special circumstances to remit the whole or part of the fees, including the Swim England membership fees, to address issues of social inclusion.
5.1 A member wishing to resign membership of the Club must give written notice of their resignation. A member’s resignation shall only take effect when this Rule (Rule 5.1) has been complied with, and the member has paid all outstanding subscriptions, fees or expenses and returned all Club property.
5.2 A member who resigns from the Club in accordance with Rule 5.1 shall not be entitled to have any part of the annual membership fee or any other fees returned.
5.3 If a member’s payments for membership or subscription, coaching and squad fees (as applicable) are in arrears and they have not been in touch with the Club by the time of Swim England renewals to discuss their situation, and they have not responded to the Committee’s attempts to contact them, they shall be deemed to have resigned.
5.4 Upon resignation from the Club a member shall return from their possession any trophies, kit. equipment or other goods belonging to the Club.
5.5 The Swim England Membership Department shall be informed should a member resign when still owing money or goods to the Club.
6 Expulsion and other disciplinary action
6.1 The Committee shall have power to expel a member when, in its opinion, it would not be in the interests of the Club for the individual to remain a member. The Club in exercising this power shall comply with the provisions of Rules 6.3 and 6.4.
6.2 Upon expulsion the former member shall not be entitled to have any part of the membership fee or subscription, coaching and squad fees (as applicable) refunded and must return any Club property or Club or external body’s trophy or trophies held forthwith. Clubs in exercising this power are required to comply with the provision of Rules 6.3 and 6.4.
6.3 The Club shall comply with the relevant Judicial Regulations for handling Internal Club Disputes Procedures (“the Procedures”) as the same may be revised from time to time. (A copy of the Procedures may be obtained from the Swim England website, Swim England Handbook or from the Office of Judicial Administration).
6.4 A member may not be expelled or (subject to Rule 6. 5) be made the subject of any other penalty unless the panel hearing the complaint shall vote by a two-thirds majority in favour of the expulsion of (or other penalty imposed upon) the member.
6.5 The Executive Officers of the Club, (or any person to whom the Committee shall delegate this power) may temporarily suspend or exclude a member from particular training sessions and/or wider Club activities when, in their opinion, such action is in the interests of the Club. Where such action is taken, the incident or matter will thereafter be dealt with in accordance with the appropriate Judicial Regulations.
7.1 The Committee shall consist of the Chairperson, Secretary, Treasurer (together “the Executive Officers of the Club”) and the President, President Elect, Assistant Secretary, Membership Secretary, Assistant Treasurer, Marketing Manager, Men’s Water Polo Manager, Women’s Water Polo Manager, Junior Water Polo Manager, Masters Swimming Manager, Club Captain and up to three other elected members all of whom must be members of the Club.
7.2 All Committee members must be not less than 18 years of age although the Committee may allow younger member(s) to attend their meetings without power to vote.
7.3 The Committee shall appoint a member of the Club as Welfare Officer who must not be less than 18 years of age, who should have an appropriate background and who is required to undertake appropriate training in accordance with Wavepower.
7.3.1 In their selection of a Welfare Officer the Committee shall also consider the guidelines in Wavepower.
7.3.2 The Welfare Officer will have a right to attend Committee meetings without a power to vote.
7.4 The Executive Officers and Committee members, other than the President and President Elect, shall be proposed, seconded and elected at the Annual General Meeting each year in accordance with Rule 9.3.
7.4.1 Those duly elected will take office when the Annual General Meeting has closed.
7.4.2 Retiring Executive Officers and members of the Committee shall be eligible for re-election.
7.4.3 The Club Captain shall not hold office for consecutive years.
7.4.4 The President and President Elect shall be appointed in accordance with Rule 8.
7.5 Any vacancy occurring by resignation or otherwise may be filled by the Committee.
7.6 Committee meetings shall be held not less than quarterly (save where the Committee itself shall by a simple majority resolve not to meet).
7.6.1 The quorum of meetings shall be such number as shall represent not less than a simple majority of elected Committee members (to include not less than one Executive Officer).
7.6.2 The Chairperson and the Secretary shall have discretion to call further Committee meetings if they consider it to be in the interests of the Club.
7.6.3 The Secretary shall give all the members of the Committee not less than seven days oral or written notice of a meeting.
7.6.4 The Chairperson shall chair Committee meetings or, in their absence, the Committee shall elect by a simple majority another Committee member to chair the meeting.
7.6.5 Decisions of the Committee shall be made by a simple majority and, in the event of equality of votes the Chairperson (or the acting chair of that meeting) shall have a casting or additional vote.
7.6.6 The Secretary, or, in their absence, a member of the Committee, shall take minutes.
7.6.7 The minutes of Committee meetings shall be retained for a period of at least six years.
7.6.8 At the discretion of the Committee a summary of the minutes may be shared with members.
7.7 In the event that a quorum is not present within 30 minutes of the published start time, a meeting shall stand adjourned until a time and date to be determined by the Executive Officers present. If a quorum is not present at the adjourned meeting then those Committee members attending may act for the purpose of calling a Special General Meeting of the members, to which the provisions as to minimum notice contained in Rule 11.1 shall not apply.
7.8 In addition to the elected Committee members, the Committee may co-opt further members of the Club who shall serve until the next Annual General Meeting.
7.8.1 In particular, the Committee shall consider co-opting Past Presidents and/or Life Members.
7.8.2 Co-opted members shall be entitled to vote.
7.8.3 Co-opted members shall be counted in establishing whether a quorum is present.
7.9 The Committee may, from time to time, appoint from among their number such sub-committees as they may consider necessary (and remove (in whole or in part) or vary the terms of reference of such sub-committees) and may delegate to them such of the powers and duties of the Committee as the Committee may determine. All sub-committees shall periodically report their proceedings to the Committee and shall conduct their business in accordance with the directions of the Committee.
7.10 The Committee shall be responsible for the management of the Club and shall have the sole right to appoint and determine the terms and conditions of service of employees of the Club. The Committee shall also:
7.10.1 have power to enter into contracts for the purposes of the Club on behalf of all the members of the Club.
7.10.2 be responsible for ensuring that the Accounts of the Club for each financial year be examined by an independent examiner to be appointed by the members in General Meeting.
7.11 The members of the Committee shall be indemnified by the members of the Club against all liabilities properly incurred by them in the management of the affairs of the Club.
7.12 The Committee shall maintain an Accident Book in which all accidents to Club members at Club-related activities shall be recorded.
7.12.1 Details of accidents recorded in the Accident Book shall be reported to the insurers in accordance with the Swim England Accident/Incident Notification guidelines.
7.12.2 The Club shall make an annual return to the Swim England Membership Department indicating whether or not an entry has been made in the prescribed online form.
7.13 The Committee shall have power to make regulations, create by-laws (as defined in Rule 13.1) and to settle disputed points not otherwise provided for in this Constitution.
8 The President, President Elect, Vice Presidents, Life Members and Honorary Members
8.1 The President shall be nominated by the Committee and elected at the Annual General Meeting.
8.1.1 The President shall hold office for not more than three consecutive years.
8.2 The President Elect, who will be the Committee’s nomination for the President to hold office following the present incumbent, shall be nominated, when appropriate, by the Committee taking into account the advice of the Past Presidents of the Club.
8.2.1 The person so nominated shall be submitted for election at the next Annual General Meeting.
8.3 The Committee may elect any person as an Honorary Member of the Club for such period as it thinks fit, or as a Life Member or as a Vice President. They shall not be entitled to vote at meetings or serve as Executive Officers or on the Committee unless any such person shall have retained in addition their ordinary membership of the Club.
9 Annual General Meeting
9.1 The Annual General Meeting of the Club shall be held in March each year. The date, time and venue shall be fixed by the Committee.
9.2 The purpose of the Annual General Meeting is to transact the following business:
9.2.1 receive the Chairperson’s report of the activities of the Club during the previous financial year (as defined in Rule 14.5); and
9.2.2 receive and consider the accounts of the Club for the previous financial year (as defined by Rule 14.5) and the report on the accounts of the independent examiner and the Treasurer’s report as to the financial position of the Club; and
9.2.3 appoint the independent examiner of the accounts (who must not be a member of the Committee or a member of the family of a member of the Committee), or confirm that they remain in office; and
9.2.4 elect the Executive Officers and other members of the Committee; and
9.2.5 decide on any resolution which may be submitted in accordance with Rule 9.3; and
9.2.6 discuss any other business at the discretion of the person chairing the meeting.
9.3 Nominations for election of members as Executive Officers or for membership of the Committee shall be made in writing by the proposer and seconder (who shall be aged at least 18 years) to the Secretary not later than twenty-one days prior to the date of the Annual General Meeting. The nominee shall be required to indicate in writing their willingness to stand for election.
9.4 Notice of any resolution proposed to be moved at the Annual General Meeting shall be given in writing to the Secretary not later than twenty-one days prior to the date of the meeting.
10 Special General Meeting
10.1 A Special General Meeting may be called at any time by the Committee.
10.2 A Special General Meeting may be called by a written requisition to the Secretary signed by not less than seven members entitled to attend and vote at a General Meeting or, if greater, such number as represents one-tenth in number of such members, stating the purposes for which the meeting is required, and the resolutions proposed. In such a case the meeting shall be arranged by the Secretary within 28 days of receipt of the requisition.
11 Procedure for the Annual and Special General Meetings
11.1 The Secretary shall be responsible for sending to each member at their last known email or postal address, a written agenda giving notice of the date, time and place of the General Meeting together with the resolutions to be proposed thereat at least 14 days before the meeting and, in the case of the Annual General Meeting, a list of the nominees for the Committee posts and a copy of the examined accounts. The notice of meeting shall in addition, wherever possible, be displayed on the Club notice board, where one exists.
11.2 Any member shall be entitled to put any resolution for consideration at any General Meeting, provided the resolution has been seconded by another member who shall be aged at least 18 years, is in writing and shall have been handed or sent by post or email to the Secretary so as to have been received by them not later than twenty-one days before the General Meeting. The Secretary shall then supply a copy of the proposal to the members in the manner provided in Rule 11.1.
11.3 The quorum for the Annual and Special General Meetings shall be twelve members entitled to attend and vote at the General Meeting.
11.4 The President or, in their absence a member appointed by the Committee, shall take the chair.
11.5 Each member present shall have one vote, and resolutions shall be passed by a simple majority except alterations of the Rules which require two-thirds majority as defined in Rule 12.1.
11.5.1 In the event of an equality of votes the person chairing the meeting shall have an additional vote.
11.5.2 Only paid-up members who have reached their 18th birthday by 31 December in the year of membership shall be entitled to be heard and to vote on all matters.
11.6 The Secretary or, in their absence, a member of the Committee, shall take minutes.
11.7 The minutes for the Annual and Special General Meetings shall be retained for a period of at least six years.
11.8 The President or, in their absence, the appointed chair of the meeting, shall have unlimited authority upon every question of order and shall be, for the purpose of such meetings, the sole interpreter of the Rules of the Club.
12 Alteration of the Rules
12.1 The Rules may be altered by resolution at an Annual or Special General Meeting provided that the resolution is carried by a majority of at least two-thirds of members present and entitled to vote at the General Meeting.
12.2 No amendment(s) to the Rules shall become effective until such amendment(s) have been submitted to and validated by such person as is authorised to do so by the Swim England London Region.
13.1 The Committee shall have power to make, repeal and amend such by-laws as they may, from time to time, consider necessary for the wellbeing of the Club. Such by-laws, repeals and amendments shall have effect until set aside by the Committee or at a General Meeting.
14.1 All money payable to the Club shall be received by the Treasurer and deposited in bank current account(s) in the name of the Club.
14.1.1 Payments approved by the Committee (including blanket approval to pay Swim England fees, pool hire costs, coaching costs, competition entry fees, web hosting fees and any other ongoing cost incurred in the day-to-day running of the Club, and any individual payment of under £500) shall be made from the bank current account via online banking operated on the sole signatories of the Treasurer, Club Secretary and a third Committee member nominated by the Committee.
14.1.2 The Treasurer shall provide a statement of the Club’s accounts to the Committee at least quarterly along with bank statements from the bank current account(s).
14.1.3 A minimum of 50% of the net assets (as shown on the Club’s last audited accounts) shall be held in a deposit account that may be accessed only on the approval of two of three signatories who shall be the President, Treasurer and Secretary.
14.1.4 Any monies not required for immediate use may be invested as the Committee in its discretion, thinks fit.
14.1.5 Any signatory resigning or stepping down from the Committee shall be immediately removed from the Bank Mandate to terminate their access to the bank accounts.
14.2 The income and property of the Club shall be applied only in furtherance of the objects of the Club and no part thereof shall be paid by way of bonus, dividend, or profit to any members of the Club (save as set out in Rule 17.3).
14.3 The Committee shall have power to authorise the payment of remuneration and expenses to any Officer, member, or employee of the Club and to any other person or persons for services rendered to the Club.
14.4 The financial transactions of the Club shall be recorded by the Treasurer in such manner as the Committee thinks fit.
14.5 The financial year of the Club shall be the period commencing on 1 January and ending on 31 December.
14.5.1 Any change to the financial year shall require the approval of the members in General Meeting.
14.5.2 The annual accounts of the Club shall be examined by the independent examiner as defined in Rule 7.10.2.
14.6 The Treasurer shall provide a Profit and Loss statement, together with a Balance Sheet to the Annual General Meeting.
14.7 The Committee shall retain financial records relating to the Club for a period of at least six years.
15.1 The Committee may borrow money on behalf of the Club for the purposes of the Club from time to time at their own discretion [up to such limits on borrowing as may be laid down from time to time by the General Meeting] for the general upkeep of the Club or with the (prior) approval of a General Meeting for any other expenditure, additions, or improvements.
15.2 When so borrowing the Committee shall have power to raise in any way any sum or sums of money and to raise and secure the repayment of any sums or sums of money in such manner or on such terms and conditions as it thinks fit, and in particular by mortgage of or charge upon or by the issues of debentures charged upon all or any part of the property of the Club.
15.3 The Committee shall have no power to pledge the personal liability of any member of the Club for the repayment of any sums so borrowed.
16.1 The property of the Club, other than cash at the bank, shall be vested in not less than two but not more than four Custodians. They shall deal with the property as directed by resolution of the Committee and entry in the minute book shall be conclusive evidence of such a resolution.
16.2 The Custodians shall be elected at a General Meeting of the Club and shall hold office until death or resignation unless removed by a resolution passed at a General Meeting.
16.3 The Custodians shall be entitled to an indemnity out of the property of the Club for all expenses and other liabilities properly incurred by them in the discharge of their duties.
17.1 A resolution to dissolve the Club shall only be proposed at a General Meeting and shall be carried by a majority of at least two-thirds of the members present and entitled to vote. A specific date for the dissolution shall be included in the resolution.
17.2 The dissolution shall take effect from the date specified in the resolution and the members of the Committee shall be responsible for the winding-up of the assets and liabilities of the Club.
17.3 Any property remaining after the discharge of the debts and liabilities of the Club shall be given to a charity or charities, (or other non-profit making organisation having objectives similar to those of the Club, for the furtherance of such objects) nominated by the last Committee.
18.1 The members acknowledge that these Rules constitute a legally binding contract to regulate the relationship of the members with each other and the Club.
18.2 The following statement must appear on Club membership forms and is to be signed by the member. It must also be countersigned by the parent, or a person having parental responsibility for the member, if under 18 years of age:
“I acknowledge the Rules of West London Penguin Swimming and Water Polo Club and confirm my understanding and acceptance that such Rules (as amended from time to time) shall govern my membership of the Club. I further acknowledge and accept the responsibilities of membership upon members as set out in these Rules.”