Caravan Club Bye-Laws
(Effective from 26 October 2014. Updated 9 August 2016.)
Definitions and Interpretation
1. Definitions and Interpretation
1.1 In these Bye-Laws, the following words and phrases shall have the following meanings unless the context otherwise requires:
|Act||the Companies Act 2006 including any statutory modification or re-enactment thereof for the time being in force;|
|Articles||the Articles of Association of the Club;|
|caravan||a trailer caravan, motorhome, trailer tent or folding camper (and caravanners and caravanning shall be construed accordingly);|
|Caravan Code||the code of conduct for caravanners agreed by notable caravan organisations;|
|Centre||a group of members established and organised, in accordance with Bye-Law 36, with the object of rendering local benefits to members living within one particular area;|
|Centre Rules||the Rules, issued by the Executive Committee, by which Centres are governed;|
|Certificated Location (CL)||an owner-operated caravan site for up to a maximum of five caravans, which is for the exclusive use of Club members and covered by a valid certificate issued by the Club;|
|Club||the members' club established, maintained and conducted by the Company;|
|Club Council||the consultative and advisory body established under the Articles and operated in accordance with Bye-Laws 32 to 34;|
|Club Site||a caravan site that is owned, leased or managed by the Club;|
|Club Site Rules||the conditions for use of Club Sites;|
|Code of Behaviour||the matters referred to in Bye-Law 10;|
|Company||The Caravan Club Limited;|
|Division or Region||a body within the Club, established in accordance with Bye-Law 35, covering a particular geographic area of the United Kingdom or the Republic of Ireland;|
|Executive Committee||the directors for the time being of the Company;|
|Executive Position||in respect of the Company, a position on the Executive Committee and, in respect of a Division, a Region or a Centre, a position of honorary officer;|
|Family Member||any permanent resident of a Full Member's household who is related to the Full Member and who, not being a Joint Member, is not less than 18 years of age and who, desiring the status of member, has paid the appropriate subscription (or in respect of whom the appropriate subscription has been paid);|
|Full Member||an individual, other than a shareholder of the Company, who has, in accordance with the Articles, been admitted to membership of the Company for the purposes of the Act, entitled to one vote in General Meetings and who has a limited liability of £1 to contribute to the assets of the Company in the event of the Company being wound up during the period in which he is a Full Member as defined in the Articles;|
|Honorary Life Member||a Full Member upon whom honorary life membership of the Club has been conferred by the Executive Committee and who therefore continues to enjoy the benefits of being a Full Member;|
|Honorary Officers of the Company||the Chairman, Vice-Chairmen and Honorary Treasurer of the Company;|
|Joint Member||any one permanent resident of a Full Member's household who is related to that Full Member and who, not being a Family Member, and not less than 18 years of age and who, desiring the status of member, has been so nominated by that Full Member and, in the exercise of the discretion of the Executive Committee, has been granted joint membership;|
|Life Member||a Full Member who has paid a consolidated subscription to the Club to obviate the need to pay annual subscriptions thereafter;|
|member or Club member||can be a reference to a Full Member, a Joint Member, a Family Member, a Life Member, an Honorary Life Member or an Overseas Member;|
|Notice of Suspension||the written notice required by Bye-Law 12 to be sent to a member on suspension of his membership in such form as may be prescribed for that purpose by the Executive Committee;|
|Objects||the objects of the Company, as set out in the Articles;|
|Outfit||a towing vehicle plus any trailer (including a caravan and structures attached to it, such as an awning) or a motorhome;|
|Overseas Member||a Full Member who, having been a Full Member for at least one year, has then taken up residence abroad;|
|Sites Directory and Handbook||the publication supplied to members, which contains directions to Club Sites, Certificated Locations and selected commercial sites and other information relevant to membership;|
|Towing Code||the code agreed by notable caravanning organisations, providing advice and guidance for towing caravans;|
|Voting Member||a Full Member or a shareholder.|
1.2 All words importing the singular number shall include the plural and vice versa and words importing the masculine gender shall include the feminine.
1.3 Headings in the Bye-Laws are used for convenience only and shall not affect the construction or interpretation of the Bye-Laws.
1.4 Any question of interpretation regarding the Bye-Laws shall be referred to the Executive Committee for consideration. The decision of the Executive Committee shall be binding on all parties.
Terms of membership
2. Eligibility for membership
2.1 Full Members may only be admitted in accordance with the Articles.
2.2 Subject to Bye-Law 2.1, membership of the Club is open to any individual, not being less than eighteen years of age, who is actively interested in the Objects of the Club.
2.3 A person who is materially interested, directly or indirectly, in the caravan trade is not excluded from being a member but is not eligible for any Executive Position or for membership of the Club Council. The Executive Committee is the sole arbiter of what constitutes a material interest in the trade for the purposes of this Bye-Law.
3. Application for membership
3.1 An applicant for membership of the Club shall apply in the format prescribed for that purpose, providing such information as may be required from time to time.
3.2 The Executive Committee may review any application to assess the applicant’s suitability for membership of the Club. In doing so, the Executive Committee may:
3.2.1 take such steps as it thinks fit to confirm the applicant’s commitment to the Objects of the Club;
3.2.2 take into account the outfit(s) used, or intended to be used, by the applicant if and when caravanning; and
3.2.3 make such enquiries of the applicant as it sees fit.
3.3 The Executive Committee may refuse to admit any applicant to membership without giving a reason.
3.4 All applicants for membership of the Club undertake to be bound by these Bye-Laws, and any rules made pursuant to these Bye-Laws, or referred to herein, as a condition of and prior to the grant of membership.
3.5 Membership shall be confirmed by receipt of a membership card, which shall remain the property of the Club.
4. Categories of membership
4.1 The categories of membership shall be:
4.1.1 Full Member;
4.1.2 Joint Member;
4.1.3 Family Member;
4.1.4 Honorary Life Member;
4.1.5 Life Member; and
4.1.6 Overseas Member.
4.2 The Executive Committee may from time to time create further categories of membership as it sees fit.
4.3 Only Full Members or their proxies shall be entitled to vote at General Meetings of the Company.
5. Withdrawal of membership benefits of the Company
5.1 If at any time and for any reason an individual’s membership of the Club:
5.1.2 is suspended in accordance with Bye-Law 12; or
5.1.3 is terminated in accordance with Bye-Law 13,
all benefits of Club membership shall be withdrawn from that member with immediate effect, except if that member has an annual contract for insurance obtained through being a member of the Club, that contract will continue in force until its specified end-date .
6. Joining and subscription fees
6.1 Each member shall pay the appropriate joining fee on being admitted to membership of the Club.
6.2 In addition, each member shall, on such date or dates in each year as may be fixed by the Executive Committee, pay the annual subscription fee appropriate to his category of Club membership.
6.3 The joining and subscription fees shall be reviewed from time to time and set at such levels as the Executive Committee may decide.
7. Renewal of membership
7.1 Membership of the Club shall be renewed on receipt of the annual subscription fee as prescribed by Bye-Law 6 unless and until it is terminated in accordance with the Articles or with Bye-Law 13.
7.2 If a member has not paid his subscription fee to the Club by the due date, or is liable for the subscription fee in accordance with Bye-law 9.2, he is not entitled to the benefits of membership until such time as he has paid the subscription fee due.
7.3 On each renewal of membership, the member shall be deemed to have re-affirmed his undertaking to abide by these Bye-Laws, including any Rules made pursuant to them.
8. Membership register
8.1 The Club shall maintain an accurate register of its members and the categories of membership into which they fall.
9. Resignation of membership
9.1 A member wishing to resign his membership of the Club shall notify the Director General in writing, to arrive before the expiry of his current year of membership.
9.2 Should a member’s written resignation not arrive as required by Bye-Law 9.1, the member shall be liable to pay the subscription fee for the following year.
9.3 A member resigning from membership thereby relinquishes:
9.3.1 any Executive Position;
9.3.2 any membership of the Club Council;
9.3.3 membership of any committee established by the Executive Committee; and
9.3.4 if he is a Full Member, his membership of the Company.
10. Code of Behaviour
10.1 Members shall comply at all times with this Code of Behaviour and conduct themselves in a manner which upholds the good name of the Club and which respects the comfort and convenience of other Club members.
10.2 Members shall undertake to comply with Club Site Rules, The Caravan Code and The Towing Code. The Club Site Rules will also be displayed at each Club Site and on the Club’s website.
10.3 The use of Club Sites and Certificated Locations and the participation in rallying activities organised by the Club shall be solely for the purpose of recreation and not for any purpose connected with any trade, business or profession, nor as part of or substitute for any domestic purpose, unless prior authorisation is obtained from the Club.
10.4 A Full Member is responsible for the conduct of all persons in his party (including Joint and Family Members, guests and any pets) and shall procure their compliance with these Bye-Laws.
10.5 Any inappropriate behaviour by a member which causes or could reasonably be expected to cause disruption, embarrassment or offence to others shall be a breach of the Code of Behaviour.
10.6 The verbal or physical abuse of Club staff, another member or other individual, howsoever connected with the Club, with whom the member is in contact, shall be a breach of the Code of Behaviour.
10.7 A breach of the Code of Behaviour could result in the termination or suspension of Club membership in accordance with Bye-Law 11.
11. Disciplinary action for breach of membership terms
11.1 The Club reserves the right to take disciplinary action against any member who, in the opinion of the Executive Committee (or those acting with the Executive Committee's authority) is responsible, either directly or through the actions of those for whom the member has a responsibility, for:
11.1.1 any breach of an undertaking given under Bye-Law 3;
11.1.2 any conduct which is, or could be, prejudicial to the reputation of the Club or the comfort or convenience of other Club members or members of the public;
11.1.3 any breach, whether explicit or implicit, of Bye-Law 10.
11.2 Disciplinary action may take the form of suspension or removal from membership of the Club of individual members and all members directly linked under the applicable Full Membership.
12. Suspension of membership
12.1 Membership may be suspended on the authority of the Director General, with or without reference to the Executive Committee.
12.2 A person suspended under the Director General's authority shall not enjoy any of the benefits of Club membership, or the benefits as may be defined by the Director General in the particular case, during the period of his suspension, and which shall be notified to him in a Notice of Suspension.
12.3 A person suspended from membership shall not be entitled to a refund of any part of his subscription or joining fee.
13. Removal from membership
13.1 The power of the Executive Committee to expel a member shall be absolute but shall not be final until the member or, at the option of the member, his representative, who need not be a Full Member, has been given an opportunity to make representations to a meeting of the Executive Committee and the member has been given at least 14 clear days’ notice in writing of the meeting at which the resolution will be proposed and the reasons for its proposal.
13.2 If any sum owing by a member to the Club remains overdue (wholly or partly) for more than three months, despite reasonable attempts by the Club to recover the debt, the Club may serve notice in writing on the member terminating his membership of the Club. If the person is a Full Member, the termination of his membership of the Company will take effect from the date and time when the notice is served or deemed to have been served (as defined in the Articles).
13.3 A member removed from membership by the Executive Committee shall not be entitled to a refund of any part of his subscription or joining fee.
Meetings of voting members
14. Annual General Meetings
14.1 This section of the Bye-Laws on Meetings of Voting Members is an abstract of the relevant section of the Articles. Where there is any question of interpretation or detail in relation to General Meetings reference should be made to the Articles.
14.2 The Company shall each year hold an Annual General Meeting (AGM) in addition to any other meetings in that year, and shall specify the meeting as such in the notices calling it.
14.3 The AGM shall be held at such time and place as the Executive Committee shall appoint.
14.4 The business to be transacted at an AGM shall include the consideration of the accounts, balance sheets, and the report of the Executive Committee and (where applicable) the report of the auditors and the appointment of, and the fixing of the remuneration of, the auditors.
15. General meetings
15.1 The Executive Committee may call General Meetings.
15.2 On the requisition of Voting Members pursuant to the Act, the Executive Committee shall forthwith proceed to convene a General Meeting in accordance with the provisions of the Articles and the Act.
16. Notice of General Meetings
16.1 Notwithstanding the shorter notice period of at least 14 clear days’ notice set by the Articles, at least three months’ notice of the date, time and place of each AGM shall be given to all persons entitled to receive such notice. The notice shall be accompanied by invitations for:
16.1.1 nominations for office; and
16.1.2 notices of motion.
16.2 The notice shall specify the place, the day and the time of meeting, the general nature of the business to be transacted and a statement informing the Voting Member of his rights regarding proxies.
16.3 Notice of General Meetings shall be given in any manner authorised by the Articles to every Voting Member except those Voting Members who (having no registered address within the United Kingdom) have not supplied to the Company an address within the United Kingdom for the giving of notices to them.
17. Nominations for office
17.1 Any two Full Members (one being a proposer and one a seconder) may nominate any Nominee member of the Club Council to be a member of the Executive Committee by signing and delivering to the Club written notice in such form as may be prescribed for that purpose by the Executive Committee, together with a notice signed by the member concerned of his willingness to be appointed. A person so nominated need not be eligible at the time of the nomination provided that he is eligible at the time the General Meeting is held or is deemed to be eligible by application of Article 11.1.
17.2 Nominations must be received by the Director General not later than eight weeks before the date of the meeting at which the appointment is to be made.
18. Notices of motion
18.1 Full Members of the Club may propose a motion for consideration at the AGM provided that:
18.1.1 It is submitted by not less than one hundred Full Members who have been members since no later than 1st January in the year before the year in which the motion is submitted of whom five have signed as “proposers” and the others have signed as “supporters”;
18.1.2 the written notice is in such form as may be prescribed for that purpose by the Executive Committee; and
18.1.3 notices proposing a motion must be received by the Director General not later than eight weeks before the date of the meeting for which the motion is proposed.
19.1 A Voting Member is entitled to appoint another person as his proxy to exercise all or any of his rights to attend and to speak and vote at a General Meeting or adjourned meeting of the Company.
19.2 Proxies may only validly be appointed by a notice in writing or electronic form (a proxy notice) which:
19.2.1 states the name, address and Club membership number of the Voting Member appointing the proxy;
19.2.2 identifies the person appointed to be that Voting Member’s proxy and the General Meeting in relation to which that person is appointed;
19.2.3 is signed by or on behalf of the Voting Member appointing the proxy, or is authenticated in such manner as the Executive Committee may determine; and
19.2.4 is delivered to the Company in accordance with the Articles and any instructions contained in the notice of the General Meeting to which they relate.
19.3 Proxy notices in writing or electronic form must be deposited at the place specified in the notice convening the meeting not less than 48 hours (not counting any part of a day that is not a working day) before the time for holding the meeting, or adjourned meeting, at which the person named in the instrument proposes to vote and, a proxy notice which is not deposited, delivered or received in a manner so permitted shall be invalid.
19.4 A notice revoking a proxy appointment only takes effect if it is delivered before the start of the meeting or adjourned meeting to which it relates.
20. Organisation at General Meetings
20.1 No business shall be transacted at any General Meeting unless a quorum is present, which shall be 25 persons entitled to vote upon the business to be transacted, each being a Voting Member, or a proxy for a Voting Member.
20.2 The Chairman of the Club shall chair every General Meeting of the Company, but if he or, in his absence, a Vice-Chairman, is not present within ten minutes after the time appointed for the holding of the meeting and willing to act, the Executive Committee members present shall elect one of their number to chair the meeting. If no Executive Committee member is willing to act as chairman or if no Executive Committee member is present within ten minutes after the time appointed for the holding of the meeting, the Voting Members present shall choose one of their number to chair the meeting.
20.3 If within thirty minutes from the time appointed for the meeting a quorum is not present, or if during a meeting a quorum ceases to be present, the meeting:
20.3.1 if convened on the requisition of Voting Members, shall be dissolved;
20.3.2 in any other case, shall be adjourned to the same day in the next week, at the same time and place, or to such other day and at such other time and place as the Executive Committee may determine.
21. Voting at General Meetings
21.1 A resolution put to the vote of a General Meeting shall be decided on a show of hands unless before, or on the declaration of the result of, the show of hands a poll is duly demanded.
21.2 Unless a poll is duly demanded, a declaration by the chairman that a resolution has on a show of hands been carried or lost shall be conclusive evidence of the fact without further proof.
21.3 A poll on a resolution may be demanded by two or more persons having the right to vote on the resolution in advance of the General Meeting where it is to be put to the vote, or at a General Meeting, either before a show of hands on that resolution, or immediately after the result of a show of hands on that resolution is declared. A demand for a poll may be withdrawn if the poll has not yet been taken and the chairman of the meeting consents to the withdrawal.
21.4 A poll demanded on the election of the chairman for a meeting or on a question of adjournment must be taken immediately. A poll demanded on any other question must be taken either immediately or at such time and place as the chairman of the meeting directs, save that it must be taken within thirty days after it was demanded.
22. Votes of Voting Members
22.1 On a vote on a resolution on a show of hands at a meeting, each Voting Member present in person has one vote.
22.2 On a vote on a resolution on a poll taken at a meeting, every Full Member has one vote and every Shareholder has one vote in respect of each share held by him.
23. Voting by proxy
23.1 On a vote on a resolution on a show of hands at a meeting, every proxy present who has been duly appointed by one or more Voting Members entitled to vote on the resolution has one vote.
24. Qualification of voters
No objection shall be raised to the qualification of any voter except at the meeting or adjourned meeting at which the vote objected to is tendered, and every vote not disallowed at the meeting shall be valid. Any objection made in due time shall be referred to the chairman whose decision shall be final and conclusive.
President and vice-presidents
25. President and Vice-Presidents
25.1 The Club may elect a President at its AGM. The President shall retire at the AGM following his appointment but shall be eligible for re-appointment.
25.2 The Club may elect one or more Vice-Presidents at its AGM. Vice-Presidents shall retire at the third AGM following their appointment but shall be eligible for re-election.
25.3 The Executive Committee may appoint additional Vice-Presidents, provided that such appointments are confirmed at the next AGM.
25.4 The President and the Vice-Presidents need not be members of the Club.
26.1 This section of the Bye-Laws on the Executive Committee is an abstract of the relevant section of the Articles and where there is any question of interpretation or detail in relation to the Executive Committee reference should be made to the Articles.
26.2 The Executive Committee is the governing body of the Club, representing the members in the management and conduct of the Club.
26.3 Members of the Executive Committee are directors of the Company and their conduct and powers are set out in the Company’s Articles of Association and the Act.
26.4 Members of the Executive Committee shall not receive any financial reward, or other benefit in money or money's worth, in return for their services. Reasonable expenses incurred while conducting Club business shall be reimbursed.
27. Composition of the Executive Committee
27.1 The minimum number of members of the Executive Committee shall be seven and the maximum number shall be 15.
27.2 The Executive Committee shall consist of:
(a) the Chairman, three Vice-Chairmen and the Honorary Treasurer, collectively the Honorary Officers of the Company;
(b) a minimum of two further members and a maximum of ten further members;
28. Appointment of Executive Committee members
28.1 Subject to Article 11.1, any person who is a nominated member of the Club Council, who is willing to act as a Director and is permitted by law to do so, may be appointed to be a member of the Executive Committee:
28.1.1 by Ordinary Resolution at General Meeting, or
28.1.2 by a simple majority of all the Executive Committee entitled to attend and vote at any meeting of the Executive Committee. A member appointed in this way shall be referred to as a co-opted member of the Executive Committee.
29. Removal or disqualification of a member of the Executive Committee
29.1 A member of the Executive Committee may be removed or disqualified before the expiration of his period of office in accordance with the conditions set out in the Articles. Such conditions include ceasing to be a Full Member.
30. Retirement of member of the Executive Committee
30.1 An Executive Committee member appointed by simple majority of the Executive Committee shall retire at the AGM following his appointment.
30.2 Subject to Article 30.1, at every AGM the Chairman, one Vice-Chairman, the Honorary Treasurer and one third (or if their number is not three or a multiple of three, the number nearest to one third) of the other members of the Executive Committee shall retire from office. The Vice-Chairman and other members of the Executive Committee to retire shall be those who have been longest in office since their last appointment or re-appointment unless otherwise determined by the Executive Committee.
30.3 A person retiring as a member of the Executive Committee shall be eligible for re-election.
30.4 If the Voting Members fail to elect a person to replace a retiring Executive Committee member, that Executive Committee member shall, if willing to act, be deemed to have been re-appointed unless at the meeting it is resolved not to fill the vacancy.
31. Delegation by the Executive Committee
31.1 The Executive Committee may delegate any of its powers to any committee consisting of one or more members of the Executive Committee.
31.2 The Executive Committee shall appoint a Director General and may delegate to him, subject to limits set by the Executive Committee, the day to day management and administration of the Company.
The Club Council
32. The Club Council
32.1 The Club Council shall act as a consultative and advisory body to Executive Committee on matters relating to membership of the Club.
32.2 Subject to the urgency of any matter to be decided, the Executive Committee may take into account the views of the Club Council on:
32.2.1 proposed changes in subscription rates or classes of membership;
32.2.2 the provision of important new services and alterations to important services already in operation;
32.2.3 proposed changes to these Bye-Laws.
33. Constitution of the Club Council
33.1 The Club Council shall consist of:
33.1.1 the Executive Committee;
33.1.2 one representative appointed from each of the Divisions and Regions in accordance with their respective constitutions (the Representatives); and
33.1.3 up to 30 members nominated by the Executive Committee and appointed by the Club Members in accordance with Bye-Law 33.4 below (the Nominees).
33.2 The Representatives shall be appointed at the AGM of the Division or Region and shall report regularly on the business of the Council to the Division or Region that appointed them.
33.3 On appointment, the names of the Representatives shall be notified in writing to the Director General.
33.4 The Nominees shall:
33.4.1 be drawn from Full, Joint and Family Members who, in the opinion of the Executive Committee, are in a position to make a useful contribution to the Club at national level; and
33.4.2 subject to the approval of the Members, be appointed at the AGM of the Club, provided that, should the Members not approve one or more of the Nominees, they shall not have the power to appoint substitutes.
33.5 Subject to Bye-Law 9, the Representatives and the Nominees shall serve on the Club Council until the AGM of the Club that follows their appointment, at which point they shall retire but shall be eligible for re-appointment.
33.6 The Executive Committee shall have the power to appoint members to fill any casual or other vacancies that may arise from time to time among the Nominees.
34. Proceedings of the Club Council
34.1 The Chairman of the Club shall be chairman of every meeting of the Club Council at which he is present. Should the Chairman be absent, the persons present shall elect one of the Vice-Chairmen to chair the meeting. In the absence of the Chairman and all of the Vice-Chairmen, the persons present shall elect one of the Executive Committee present to chair the meeting.
34.2 The Club Council shall meet as often as necessary, but with one regular meeting a year. At least 14 clear days' notice of any Club Council meeting shall be given.
34.3 Meetings of the Club Council shall be convened by the Director General on the instructions of the Chairman or on the written request of fifteen or more Club Council members.
34.4 Fifteen Club Council members present in person shall constitute the quorum for a meeting of the Club Council.
34.5 Subject to Bye-Law 33.1.2, any Representative member of the Club Council may, by prior notice in writing to the Director General, appoint any Club member to attend a meeting of the Club Council on his behalf. Such appointment shall only be valid for the meeting to which it relates.
Divisions, Regions and Centres
35. Divisions and Regions
35.1 A Division or a Region may be formed only by the decision of the Executive Committee in consultation with the Club Council.
35.2 The powers of each Division and Region shall be embodied in a separate constitution, which shall require the approval of the Executive Committee.
35.3 In recognition of its historical background, the Scottish Division may also be known as "The Scottish Caravan Club".
36.1 The Executive Committee has power to form and name a Centre, subject to the agreement of a general meeting of Club members who reside in the area to be covered by the proposed new Centre and to the views of any existing Centre that covers all or any part of the area in question.
36.2 On receipt by the Director General of a written request from twenty-five or more Full Members who reside in the area, county or group of counties concerned, the Executive Committee shall consider the formation of a new Centre.
36.3 Centres shall conduct themselves in accordance with Centre Rules, the contents of which shall be subject to the approval of the Executive Committee.
36.4 The Executive Committee has power to dissolve a Centre, or facilitate its merger with another Centre, if after appropriate consultation, the Executive Committee agrees that Centre is no longer a viable or sustainable entity.
37. Amendment of Bye-Laws
37.1 These Bye-laws may be amended by the Executive Committee in accordance with the Articles.