Constitution

Oxford Philharmonia Constitution

NAME AND OBJECTS

  1. The Club is called the Oxford Philharmonia (hereafter referred to as “the Club”). The Club’s objects are the support, development, improvement and promotion of orchestral playing of high quality by performing a wide range of music from the orchestral repertoire to a consistently high standard in the University of Oxford insofar as such objects are charitable; and the income and property of the Club shall be applied solely to those objects.

COMPLIANCE

2. 

  • The Club shall be administered in accordance with the University’s Regulations for the Activities and Conduct of Student Members.
  • The activities of the Club will at all times be conducted in accordance with the University’s procedures, codes of practice and policies in force from time to time on equality, harassment, freedom of speech and safeguarding (which are available via the University Student Handbook on the University’s webpages).
  • If there is a national governing body for the Club’s activities with which the Club is eligible to register, the Club shall effect and maintain such registration: purchase any insurance cover which the national body makes available (unless the Insurance Section of University Administration and Services agrees to or prescribes other arrangements); and make every effort to comply with all safety procedures which the national body prescribes, or recommends as good practice.
  • The Club shall observe the Code of Conduct on Safety Matters which is set out in the Schedule to this Constitution, ensure compliance with the Code by the members of the Orchestra, and follow an appropriate procedure for risk assessment. Both the Code of Conduct and the procedure for risk assessment must be acceptable to and approved by the University’s Safety Officer.
  • No member of the Club shall participate in any activity overseas organised by the Club, whether during term-time or vacation, unless the plans for such activity have been notified at least one calendar month in advance of the date of departure from the United Kingdom to the University Marshal and approved by the Proctors. Each member participating in such activities overseas shall observe any conditions imposed by the Proctors on the recommendation of the University Marshal, e.g. relating to the deposit of contact addresses, fulfilment of health, safety and insurance requirements, and stipulation of coaches, trainers or Senior Members to accompany the trip.
  • The Club shall maintain a dedicated website and shall supply details of its web address to the Clubs Office for listing on the University’s clubs and societies webpage. The Club may apply to the University’s IT Services to use information technology (‘IT’) facilities in the name of the Club. Where relevant facilities are allocated by IT Services it is the responsibility of the Club:
    • (i) to designate a member of the Club entitled to a University e‑mail account (as defined by IT Services rules) to act as its IT Officer, whose duties shall include liaising with IT Services about the use of facilities allocated and passing on to the successor in office all records relating to the use of the facilities allocated;
    • (ii) to designate one of its members (who may be, but need not necessarily be, the same as its IT Officer) or, exceptionally, a member of Congregation, to act as its principal Webmaster, whose duties shall include maintaining an awareness of the University guidelines on web and social media publishing, and co‑ordinating and regulating access to the web facilities used by the Club;
    • (iii) to comply with regulations and guidelines relating to the use of IT facilities published from time to time by IT Services;
    • (iv) to ensure that everyone responsible under (i)-(iii) is competent to deal with the requirements, where necessary undertaking training under the guidance of IT Services.

Membership

  1. The members of the Club shall be those who are eligible and apply for membership of the Club, who are admitted to and maintained in membership by the Committee, and who have paid the relevant Club subscription.
  2. Subject to paragraph 5, all student members of the University, and all persons whose names are on the University’s Register of Visiting Students, shall be eligible to become members of the Club. A member shall continue to be eligible until given permission to supplicate for a degree, diploma or certificate, regardless of any continuing liability to pay fees to the University.
  3. If the Club’s objects relate directly to a protected characteristic as defined in section 4 of the Equality Act 2010, the Club may be entitled to restrict membership to members sharing that protected characteristic, provided that the Proctors shall first approve any such restriction.
  4. The Committee may also, at its discretion, admit to membership:-
    • students registered to read for diplomas and certificates in the University;
    • student members of Permanent Private Halls who are not student members of the University;
    • members of Ruskin College and Ripon College, Cuddesdon;
    • members of Oxford Brookes University, provided that such members shall not constitute more than one-fifth of the total membership; and
    • other persons not falling within paragraph 4 above or paragraphs 6(a) to (d) above, provided that such members shall not constitute more than one-fifth of the total membership.
  5. The Committee, having specific regard to the Senior Member’s advice in relation to the relevant matter, may remove a person from membership if removal of such person from membership is deemed to be in the best interests of the Club. If the person concerned is an Oxford University student (i.e. within paragraphs 6(a), (b) or (c) above), that person may appeal against such removal to the Proctors.

Meetings of the Members

  1. There shall be an Annual General Meeting for all the members of the Club in Hilary Full Term, convened by the Secretary on not less than fourteen days’ notice.
  2. The Annual General Meeting will:
    • receive the annual report of the Committee for the previous year and the annual accounts of the Club for the previous year, the report and accounts having been approved by the Committee;
    • receive a report from the Committee on the Club’s compliance with paragraph 2 above;
    • elect Members of the Committee in accordance with paragraph 24 below: the Committee’s nominations for the Officers and the Senior Member shall be contained in the notice of the Meeting: any alternative nominations must be seconded and have the consent of the nominee, and must be received in writing by the Secretary not less than seven days before the date of the Meeting: nominations for the other Committee Members may be taken from the floor of the meeting;
    • consider any motions of which due notice has been given, and any other relevant business.
  3. An Extraordinary General Meeting may be called in any Full Term; by the President, the Secretary or the Treasurer on not less than seven days’ notice; or on a written requisition by seven or more members, stating the reason for which the meeting is to be called, and delivered to the Secretary not less than fourteen days before the date of the Meeting.
  4. Prior to all General Meetings notice of the agenda shall be sent out with the notice of the Meeting.
  5. The quorum for a General Meeting shall be ten members present in person or by proxy, of whom three must be members of the Committee. When any financial business is to be transacted there must be present the Treasurer, or a member of the Committee deputed by the Treasurer to represent the Treasurer’s views to the Meeting (provided that where it is a case of a deputy, the only financial business transacted shall be that which was set out in the agenda accompanying the notice of the meeting).
  6. Every matter, except where this Constitution provides otherwise, shall be determined by a majority of members present and voting. In the case of equal votes the President of the Club shall have a casting vote.
  7. Minutes of all meetings shall be kept and formally adopted. Copies of the minutes shall be made available to members and, upon request, to the Proctors.

The Committee

  1. The affairs of the Club shall be administered by a Committee consisting of not more than eight persons, which shall determine the subscriptions payable by the members of the Club, and have ultimate responsibility for the activities of the Club. Members of the University shall at all times make up the majority of the members of the Committee. The Committee shall have control of the funds and property of the Club, and of its administration.
  2. No member of the Committee (or the Club) shall enter into or purport to enter into any arrangement, contract or transaction on behalf of the Club with a value exceeding £1,000 unless the Committee has resolved to approve the relevant arrangement, contract or transaction at a Committee meeting.
  3. The quorum for a Committee meeting shall be four members present in person. When any financial business is to be transacted, there must be present either the Treasurer or a member of the Committee deputed by the Treasurer to represent the Treasurer’s views to the meeting.
  4. The Committee shall be made up of the President (the orchestra manager), the Secretary, the Treasurer (together, the “Office Holders”; and their offices are referred to as “the Offices”), the Senior Member and 4 other persons. The President, the Secretary and the Treasurer shall each be either a member of the Club whose eligibility stems from paragraph 4 above or paragraphs 6(a) to (c) above, or (with the approval of the Proctors) a member of Congregation. Where eligibility stems from paragraphs 6(a) to (c) above, the President, the Secretary and the Treasurer must each, on election to office, sign an undertaking to abide by relevant provisions of the University Student Handbook and other relevant University policies, and to accept the authority of the Proctors on Club matters.
  5. The President shall have the right to preside at all meetings of the members of the Club and at all meetings of the Committee. Should the President be absent, or decline to take the chair, the Committee shall elect another member of the Committee to chair the meeting.
  6. Minutes of all meetings, including Committee meetings, shall be kept and formally adopted. Copies of the minutes shall be made available to members and, upon request, to the Proctors.
  7. The Secretary shall:
    • maintain a register of the members of the Club, which shall be available for inspection by the Proctors, the Clubs Office and the Proctors’ Office on request;
    • give notice of meetings of the members and the Committee;
    • draw up the agendas for and minutes of those meetings;
    • notify the Proctors (through the Clubs Office) promptly following the appointment and resignation or removal of Office Holders and other members of the Committee;
    • take responsibility for the operation and updating of a suitable club web-page displaying (at a minimum) current club contacts and the constitution;
    • provide the Insurance Section with full details of any insurance cover purchased from or through a national governing body pursuant to paragraph 2(c) above; and
    • inform the Proctors through the Clubs Office if the Club ceases to operate, or is to be dissolved, and in doing so present a final statement of accounts (the format of which the Proctors may prescribe).
  8. The Treasurer shall:
    • keep proper records of the Club’s financial transactions in accordance with current accepted accounting rules and practices;
    • develop and implement control procedures to minimise the risk of financial exposure, such procedures to be reviewed regularly with the University’s Internal Audit Section (“Internal Audit”);
    • ensure that bills are paid and cash is banked in accordance with the procedures developed under (b);
    • prepare an annual budget for the Club and regularly inform the Committee of progress against that budget;
    • ensure that all statutory returns are made including VAT, income tax and corporation tax if appropriate;
    • seek advice as necessary on tax matters from the University’s Finance Division;
    • develop and maintain a manual of written procedures for all aspects of the Treasurer’s responsibilities;
    • make all records, procedures and accounts available on request to the Senior Member, the Proctors and Internal Audit;
    • forward to the Proctors (through the Clubs Office) at the end of week 9 of Trinity Term a copy of annual accounts for the financial year to which they relate (the format of which the Proctors may prescribe) signed by the Senior Member, for retention on the Proctors’ files (subject to the condition that during the first year of registration, a club may be required by the Proctors to submit termly accounts); and
    • if the Club has a turnover in excess of £25,000 in the preceding year, or if owing to a change in the nature or scale of its activities, it may confidently be expected to have such a turnover in the current year, submit its accounts (the format of which the Proctors may prescribe) for independent professional inspection and report by a reporting accountant approved in advance by the Proctors. Accounts are to be ready for inspection within four months of the end of the Club’s financial year and the costs of the inspection and report shall be borne by the Club. If requested by the reporting accountant, the Club shall submit accounts and related material as a basis for a review of accounting procedures, the cost likewise to be borne by the Club.
  9. The Senior Member shall:-
    • keep abreast of the actions and activities of the Club;
    • provide information relating to the Club to the Proctors on request;
    • seek to settle any preliminary disputes between the Committee and the members;
    • following paragraph 22(i) above, consider whether the accounts of the Club are in order and, if so, sign them;
    • ensure that adequate advice and assistance is available to the Secretary and the Treasurer in the performance of their responsibilities under paragraphs 21 and 22 above; and
    • be available to represent and speak for the Club in the public forum, and before the University authorities.
  10. The members of the Committee shall be elected by the members of the Club annually, and shall be eligible for re‑election. The members of the Club shall not appoint several individuals jointly to hold any of the Offices, nor allow any individual to hold more than one Office at a time. The members of the Club shall appoint a member of Congregation as the Senior Member when electing other members of the Committee each year provided that a Senior Member who has previously held office as Senior Member for more than five consecutive years shall not be eligible for re-appointment. The Senior Member shall be a member of the Committee ex officio.
  11. If during the period between the annual elections to offices any vacancies occur amongst the members of Committee, the Committee shall have the power of filling the vacancy or vacancies up to the next Annual General Meeting by co‑optation.
  12. Each Office Holder must, and shall procure that other Office Holders shall, at the end of any term of Office, promptly hand to the relevant successor in Office (or to another member of the Club nominated by the Committee) all official documents and records belonging to the Club, together with (on request from the Committee) any other property of the Club which may be in the outgoing Office Holder’s possession; and must complete any requirements to transfer authority relating to control of the Club’s bank accounts, building society accounts, or other financial affairs.
  13. Without derogating from its primary responsibility, the Committee may delegate its functions to finance and general purposes and other subcommittees which are made up exclusively of members of the Committee.
  14. The Committee shall have power to make regulations and by‑laws in order to implement the paragraphs of this Constitution, and to settle any disputed points not otherwise provided for in this Constitution.
  15. No member of the Committee shall be removed from office except by the approving votes of two‑thirds of those present in person or by proxy at a General Meeting.

Indemnity

  1. So far as may be permitted by law, every member of the Committee and every officer of the Club (each a “relevant officer”) shall be entitled to be indemnified out of the Club’s assets against all costs, charges, losses, expenses and liabilities incurred by the relevant officer in the execution or discharge of duties as a relevant officer or the exercise of powers as a relevant officer, or otherwise properly in relation to or in connection with the relevant officer’s duties. This indemnity extends to any liability incurred by a relevant officer in defending any proceedings, civil or criminal, which relate to anything done or omitted or alleged to have been done or omitted by the relevant officer in that capacity and in which judgement is given in the relevant officer’s favour (or the proceedings are otherwise disposed of without any finding or admission of any material breach of duty on the relevant officer’s part), or in which the relevant officer is acquitted, or in connection with any application under any statute for relief from liability in respect of any such act or omission in which relief is granted to the relevant officer by the Court.
  2. So far as may be permitted by law, the Club may purchase and maintain for the benefit of any relevant officer insurance cover against any liability which by virtue of any rule of law may attach to the relevant officer in respect of any negligence, default, breach of duty or breach of trust of which the relevant officer may be guilty in relation to the Club and against all costs, charges, losses and expenses and liabilities incurred by the relevant officer and for which the relevant officer is entitled to be indemnified by the Club by virtue of paragraph 30.

Dissolution

  1. The Club may be dissolved at any time by the approving votes of two‑thirds of those present in person or by proxy at a General Meeting. The Club may also be dissolved (without the need for any resolution of the members) by means of not less than thirty days’ notice from the Proctors to the Secretary of the Club if at any time the Club ceases to be registered with the Proctors.
  2. In the event of the Club being dissolved, its assets shall not be distributed amongst the members, but shall be paid to or at the direction of the University.

INTERPRETATION

  1. Any question about the interpretation of this Constitution shall be settled by the Proctors.
  2. This Constitution shall be binding on all members of the Club. No regulation, bye-law or policy of the Club shall be inconsistent with, or shall affect or repeal anything contained in, this Constitution.

APPENDIX

ADDITIONAL CLUB REGULATIONS

(N.B: In this sections the ‘Club’ is referred to as the ‘Orchestra’)

ADDITIONAL COMMITTEE POSITIONS AND RESPONSIBILITIES

  1. In addition to responsibilities set out in Articles 15-29, the following shall be Committee members with responsibilities as defined:

(a)           The President (orchestra manager) shall be ex officio Chairman and be one of the named cheque book signatories. S/he shall be responsible for the general running of the Orchestra, including:

(i)     overseeing the recruitment of players in conjunction with fixers and the Conductor, booking rehearsals, venues and concerts, and keeping the players informed of these arrangements

(ii)     keeping an up-to-date list of players and absentees, with the help of section fixers and the Secretary, which shall be available for inspection by the Proctors on request;

(iii)    regularly communicate an up to date rehearsal schedule to players

(iv)    collecting and returning the relevant keys before and after rehearsals

(v)     hiring instruments (where necessary, e.g. pianos) and organising their transportation, where this is not the direct responsibility of the relevant fixer

(vi)    printing the programmes

(vii)   finding stewards, box office attendants and a front-of-house manager for the concert

(viii)  organising the recording of concerts (if so desired) and subsequent distribution to orchestra members (in whatever format is appropriate).

(ix)     encouraging (with the assistance of the Publicity Officer) firms to advertise in the programme, and attempting to find sources of sponsorship for the orchestra

(x)     negotiating, where necessary and with the assistance of the Treasurer, with the Music Faculty for financial assistance

(xi)     exploring possibilities for concerts outside Oxford

(xii)    chairing Committee meetings, and deciding the agenda in advance for these meetings with the Secretary

(xiii)     representing the Orchestra at the OUMS full committee meetings

(b)           The Conductor (ex officio Vice- Chairman) shall be responsible for maintaining the musical standards of the Orchestra, including:

(i)     making the final decisions concerning programmes (before the programmes for the previous concert are printed) and players (before the end of the previous term, and with advice of the committee)

(ii)     researching sources and costs of music hire when choosing a programme, in conjunction with the librarian

(iii)     liaising with the section principals to sort out musical details, e.g. desking, parts, etc.

(iv)     planning (with the assistance of the President (orchestra manager)) a detailed rehearsal schedule for the first two weeks before the first rehearsal of term

(v)     keeping the President (orchestra manager) up to date with the rehearsal schedule as term continues.

(vi)     ensuring the President (orchestra manager) has the relevant programme notes and biographies no later than 2 weeks before the concert

(c)           The Secretary shall be responsible for:

(i)     maintain an up to date mailing list of players to ensure easy and prompt communication where necessary

(ii)   take minutes of the orchestra’s AGM

(iii)    assisting the President (orchestra manager) in the general running of the orchestra where requested

(vii)     chairing committee meetings in the absence of the President (orchestra manager)

(d)           The Treasurer shall be responsible for:

(i)     Managing the Orchestra’s finances as specified in Paragraph 22.

(e)           The Publicity Officer(s) shall be responsible for:

(i)     designing (with the advice of the Committee) and printing all posters and flyers by three weeks before the concert date. Numbers, sizes and black and white/colour must be approved by the Committee.

(ii)     acquiring and placing posterboards around the city centre, and putting up posters anywhere else possible, with the assistance of the other Committee members

(iii)     checking all posterboards regularly, i.e. every 2- 3 days, and every day in the week before a concert, and replacing or repairing them where necessary

(iv)     attaching “Tonight” labels to all posterboards during the morning of the concert date

(v)     distributing flyers at other concerts, when deemed appropriate

(vi)     contacting student and local newspapers, city listings, and radio stations with details of the concert

(vii)     leaving flyers and posters for distribution in City Centre shops

(f)          The Librarian shall be responsible for:

(i)      ordering the music as soon as the programme is finalised (liaising with the Conductor and Treasurer about editions and cost of parts)

(ii)     keeping an up-to-date record of who has which parts

(iii)    ensuring that all spare parts are at rehearsals at least 15 minutes before the start (where possible orchestra members are to make their own photocopies for practice purposes)

(iv)    sorting and returning the parts after the concert

(g)           The Social Secretary shall be responsible for maintaining a good social scene within the Orchestra, including:

(i)     organising venues, drinks and food for a post-concert party, and for any other which takes place during the term

(ii)     bringing biscuits and other goodies to rehearsals for consumption during the break

(iii)     organising any other social events which s/he feels would enhance the social life and the motivation of the Orchestra (subject to approval by the Committee)

(iv)     making (with the assistance of the Secretary) a collection at the end of Hilary term for the Conductor

  1. The following positions shall be non-Committee positions with responsibilities as defined, to assist in the running of the orchestra, and as such shall be permitted to attend committee meetings:

 

(h)           The Leader shall be responsible for liaising between players and the Committee, where necessary. S/he shall sit on the panel when a new Leader is chosen.

(i)           The Fixers, one for each section of the Orchestra (strings, woodwind, percussion and brass), shall be responsible for maintaining good musical standards in their own sections, including:

(i)     sitting on the OUMS auditions panels for their sections at the start of each Michaelmas term, and choosing the most suitable candidates for available places within the Orchestra

(ii)     ensuring that members of their sections attend rehearsal, and notifying the President (orchestra manager) and/or Secretary if a member does not attend for any reason

(iii)     keeping the Committee up to date with issues arising within their sections, and vice versa keeping their sections up to date with important information regarding the running of the Orchestra

FREQUENCY OF CONCERTS

  1. The Orchestra shall give a minimum of 1 public concert a term in a public venue in Oxford.
  2. Concerts will take place once per term, usually in 7th week, and usually in the Sheldonian Theatre. Tickets will be produced by the orchestra or an external supplier, depending on what is considered financially viable in the term of the concert. All members of the orchestra will be issued five tickets to sell at least two weeks before the concert (usually in 5th week). All members will be expected to sell at least three tickets. If less than three are sold the member will be expected to make up the difference by paying the concession price of the unsold ticket(s). This amount will be no more than £15 (each concession ticket being priced at £5).

 

MEMBERSHIP

  1. Members are generally admitted to the orchestra at the discretion of the Conductor and the relevant section Principal /Fixer, subject to audition (usually at the start of Michaelmas term). Members intending to resign at the end of an academic year (or, exceptionally, at the end of a term) must give notice of their intention to leave. Members can also be asked to leave at any time by the Committee provided this is in compliance with Article 7.
  2. Section Principals will be selected by the Conductor, who may change them as often as s/he feels is necessary.
  3. The position of Conductor is only open to conductors who are current students of the university.
  4. Elections: A notice advertising the vacancy of Conductor of the Orchestra will be posted in the Music Faculty and on the orchestra’s website and social media channels by Monday 2nd week of Hilary term, requesting CVs of candidates, and outlining the selection procedure. An announcement will be made to the Orchestra to the same effect at the rehearsal immediately after the notice goes up.  The closing date for applications, interview dates, and audition dates will be decided by the existing Conductor and Manager, based on what most conveniently fits into the rehearsal schedule. Also, the Conductor will decide the length of the excerpts to be conducted and the number of candidates to go through to the audition stages (ideally there should be at least three candidates to go through).
  5. During Hilary Term candidates will conduct a miniature orchestra of orchestra players in a well-known piece or piece of recent repertoire chosen by the outgoing Conductor, then proceed to an interview. Those short-listed will then be invited to conduct the Orchestra playing the current repertoire in an audition. The interview panel shall consist of the Conductor, Manager, any other members of the Committee who wish to attend, and at least 1 independent expert. After the auditions have taken place, the Orchestra will vote by secret ballot (based on a transferable vote system – see below). The Manager and Conductor will count up the votes, and the scores will not be released, except on an individual basis, if one of the unsuccessful candidates auditioning wishes to know his / her total. The name of the successful candidate will be announced as soon as possible to the Orchestra and candidates.
  6. The Voting System: At the start of the auditions, a form shall be given to each Orchestra player present, listing the names of all candidates. There shall also be a “Reopen Auditions” option. If this option proves to be in the majority when all the votes are counted, then the post of Conductor shall be advertised for a further period, following which the election procedure shall begin again. After all the auditions have taken place, players should list their top 3 preferences and return the forms to the Manager. The first count shall be of the first preferences. If one candidate has a straightforward majority, then s/he shall be declared the new Conductor of the Orchestra. In the event of a tie, all forms which give a first preference to the last-placed candidate shall be removed, and their 2nd choices taken into account. If there is still a tie, the process shall continue with the votes for next lowest-placed candidate, etc. If there is still a tie when the process cannot be continued further, the existing Conductor shall have the casting vote.
  7. Conducting competition winners are excluded from applying again in later years.
  8. The Leader of the Orchestra is expected to serve for three terms only, at the moment from Hilary to the end of Michaelmas. A notice advertising the vacancy of Leader of the Orchestra (making clear that this position also involves being strings fixer, unless this role has been taken over by another) will be posted in the Music Faculty at least three weeks before the closing date for the applications. Auditions will take place two weeks after the closing date; the form of the auditions will be decided by the Conductor and the outgoing Leader. The adjudicating panel will consist of the Conductor, the existing Leader, and at least one other independent person. All candidates will be notified in writing, within one week of the auditions, of the outcome of their audition. The successful candidate will be expected to take on the full responsibilities of the position immediately following the concert in the term of the auditions.
  9. The orchestra performs one solo concerto per year in Hilary term, the auditions for which are held, again amongst students, in Michaelmas term. Concerto competition winners are excluded from applying again in later years.
  10. If deemed desirable by the Orchestra and Committee, and if the Treasurer supports such a venture, the Orchestra may give concerts at venues outside Oxford. These may occur on dates outside full term if the Orchestra is willing. Tours shall not be undertaken without there being a genuine expectation of generating either a sufficiently large audience, or attracting sufficient financial backing, as to render the tour financially viable.

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