Official website of the Oxshott Way Residents Association
Contitution and Rules

Constitution & Rules of the Association

The Constitution and Rules of the Association are set out below. In addition, Residents should view the Structure Chart Dowload the Structure Chart in Word format(right click icon to download as a word document) and the Guidelines for Residents Download the Structure Chart in Word format(right click icon to download) that should be observed for the benefit of all residents.

Adopted at Special General Meeting on 12th October 2006

  1. The name of the Association is THE OXSHOTT WAY ESTATE ASSOCIATION.
  2. The Association is the beneficial owner of the entire issued share capital of The Oxshott Way Estate Holdings Limited (Company Number 856225) (the "Company").

    3. OBJECTS OF THE ASSOCIATION

  3. The objects of the Association (which may be carried out through the Company) are:
    • To maintain in a reasonable state for use the private roads of the Estate. These private roads are known as Oxshott Rise, Oxshott Way, Mizen Way, The Bowsprit, Mizen Close, Broad Highway and Harebell Hill.
    • To encourage the preservation of the residential refinements of the Estate and to resist by every possible means the spoliation of any of the amenities and refinements of the Estate.
    • To uphold the one-house-per-plot policy established at the Estate's inception and to strenuously resist sub-division. To uphold the Association's Planning Guidelines in relation to all planning applications.
    • To preserve the Estate as a high-class residential area and to encourage the preservation of the rural beauty and characteristics of the Estate by the care and maintenance of the verges, trees, shrubs and common areas.
    • To make representations to the Local Authority, Public Bodies and others with regard to matters concerning the Estate and these objects.
    • To do all lawful things incidental or conducive to the attainment of these objects or any of them.
    • To provide a medium for social interaction between the residents of the Estate.

    CONSTITUTION AND MEMBERSHIP

  4. The Association shall consist of all those who own a house on the Oxshott Way Estate.
  5. Membership is automatic on purchase of the house and is relinquished on its sale. Any outstanding subscription or payment of part subscription by an incoming resident must be settled at time of purchase. The new member's name(s) will, when known, be entered in a Register of Members, which shall be kept by the Hon. Secretary. This register will be circulated to residents annually with the Annual Report. The Association will encourage the tenants of rented houses on the Estate to play an active role in the Estate's activities but they will not have voting rights at General Meetings unless the owners request that the tenant represent them in that way.
  6. A copy of the Constitution and Rules shall be delivered to every person whose name is on the Register of Members. Further copies will be available free of charge from the Hon. Secretary. Every member for the time being of the Association shall be bound to observe and perform the Constitution and Rules for the time being governing the Association.

    7. ANNUAL SUBSCRIPTION

  7. Members of the Association are required to pay an annual subscription towards the maintenance of the infrastructure of the Estate and the costs of improving the Estate. The annual subscription will be payable on notice in January of each year.
  8. The annual subscription will be fixed by the Annual General Meeting as being sufficient to meet the necessary expenses of the Association and the Company. The Association will collect subscriptions as agent of the Company.
  9. If a subscription is more than six months overdue then the Committee may, at its discretion and after considering any extenuating circumstances, ask the Company to pursue a County Court claim against the property owner(s).

    10. PROTECTION OF THE ESTATE ROADS AND VERGES

  10. The roads and verges on the Estate (with the exception of the verges on Mizen Close) are owned by the Company. A £500 per week rental charge (or such other amount as may be determined by the Company from time to time) will be imposed if material (such as building or demolition material, including skips) is placed on an Estate verge or road without prior notification to, and express agreement in writing from, the Company. Permission will be granted only where there is no practical alternative arrangement; where it is time limited; where adequate protection is provided for the grass, shrubs and trees on the verge; and a commitment is given to promptly and fully repair any damage.

    11. GENERAL MEETING

  11. The Annual General Meeting of the Association shall be held, as far as possible, within three calendar months of the close of each financial year of the Association at a time and place fixed by the Committee. The financial year of the Association shall be the calendar year.
  12. The business of the Annual General Meeting shall be:
    • To receive the Statement of Accounts with respect to the previous financial year and a report upon the business of the Association during that year and upon the prospects of the Association during the forthcoming year.
    • To elect Officers and members of the Committee.
    • To appoint the Hon. Auditor.
    • To transact any special business of the Association of which due notice shall have been given.
    • To transact any other business normally carried out at an Annual General Meeting.
  13. Special General Meetings shall be convened by the Hon. Secretary either by Order of the Committee or upon a requisition signed by at least twelve members of the Association, and such Special General Meetings shall be held as soon as possible after the receipt of such Order or requisition at such time and place as shall be fixed by the Hon. Secretary, and the Notice convening such Special General Meetings shall state the precise purposes for which the Special General Meeting is being convened.
  14. Notice convening a General Meeting shall state the time and place thereof and the purposes for which it is being convened and shall be posted or delivered to the registered address of each member not less than seven clear days before the date of the meeting, such period of seven clear days being exclusive of the day of posting or delivery and of the date of the meeting respectively. The quorum requisite for General Meetings will be twenty members, present in person.
  15. The Chairman or the Vice-Chairman of the Committee shall preside as Chairman at every General Meeting of the Association. If the Chairman or Vice-Chairman is unable to attend they may delegate another member of the Association to chair the meeting.
  16. Every question and proposition at a General Meeting shall be decided in the first instance by a show of hands when each household represented shall have one vote only. If, upon a show of hands and before the Chairman has declared the result of the Resolution, any member present is not satisfied, they may demand a poll. If a poll be demanded it shall be taken at once if possible or at such time and in such manner as the Chairman may appoint. If a poll be not demanded, a declaration by the Chairman that a Resolution has been carried or not carried or carried or not carried by a particular majority and an entry to that effect in the Minute Book of the Association shall be con­clusive evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against such Resolution. If a poll be demanded, every household represented in person or by proxy shall have one vote, and upon a poll being taken as above mentioned, the result of such poll shall be declared by the Chairman and an entry of such declared result in the Minute Book of the Association shall be conclusive evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against such Resolution.
  17. Subject as hereinbefore mentioned with respect to the amount of the annual subscrip­tion, all questions at General Meetings of the Association of whatsoever nature shall be determined by a simple majority of votes. In case of an equality of votes at any General Meeting, either upon a show of hands or on a poll, the Chairman shall be entitled to a second or casting vote.
  18. The instrument appointing a proxy shall be in writing in common form under the hand of the appointer and shall be lodged with the Hon. Secretary of the Association at least 48 hours before the time of the meeting at which the proxy is to be used. No person shall be appointed a proxy who is not a member of the Association.

    19. COMMITTEE AND OFFICERS

  19. The Committee shall conduct the business of the Association. Only those Members who are resident on the Estate may serve on the Committee. The Hon. Secretary and the Hon. Treasurer shall be ex officio members of the Committee. The Hon. Secretary and the Hon Treasurer shall be elected or re-elected each year by the Annual General Meeting.
  20. The Committee shall consist of not less than seven and not more than ten Members excluding the ex-officio Members above mentioned. The Committee may, from time to time, co-opt additional Members to the Committee within the maximum number, provided that all those Members co-opted as aforesaid shall be formally elected at the next Annual General Meeting.
  21. No member of the Committee shall serve for more than three years without being re-elected by the Annual General Meeting. Any member of the Committee who, during the year immediately preceding the Annual General Meeting, has not attended more than 50 per cent of the meetings of the Committee convened during such year shall automatically retire and not be eligible for re-election for the ensuing year.
  22. All Members standing for election or re-election to the Committee at the Annual General Meeting shall be named in the Notice of this meeting.
  23. The Committee shall elect a Chairman from amongst its own number. The person so elected shall be the Chairman of the Committee and of the Association and shall be removable only by a vote of not less than three-fourths of the Committee present at a special meeting called for that purpose. The Committee may also elect a Vice-Chairman from amongst their own number who, in the absence of the Chairman, shall have all the powers of the Chairman both at meetings of the Committee and of the Association during the year in question.
  24. At the Annual General Meeting at which the Chairman, or as the case may be, the Vice-Chairman, retires after a three years as a Committee member, if the Chairman of the Annual General Meeting is not re-elected to the Committee he shall nevertheless retain the Chair until the conclusion of that meeting and shall be deemed to possess all the powers of the Chairman for this express purpose notwithstanding that he is no longer a member of the Committee.
  25. Each member of the Committee shall be a director of the Company for so long as he or she remains a member of the Committee.

    26. PROCEEDINGS OF THE COMMITTEE

  26. The Committee shall meet at such times and places as the Committee shall determine and until the Committee determines otherwise, five members of the Committee present shall be a quorum.
  27. If the Chairman of the Committee be absent from a meeting and unless a Vice-Chairman has been appointed and is present, those members of the Committee present shall elect one from their number to be the Chairman for that occasion. All questions to be decided by the Committee shall be decided by a simple majority of votes, each member of the Committee having one vote and, in the event of equality of votes, the Chairman shall have a second or casting vote.
  28. The Committee may delegate any of the powers it possesses to manage the business of the Association, to a Sub-Committee of its own members who shall, in the functions entrusted to it, conform in all respects to the instructions and regulations given to it by the Committee.
  29. All acts done in good faith by any meeting of the Committee or of any Sub-Committee thereof, shall notwithstanding that it shall afterwards be discovered that there was any defect in the appointment of any member or members of the Committee or that any one or more of them were disqualified, be as valid as if every Committee member had been duly appointed and was duly qualified to serve.
  30. The Minutes of all meetings of the Association and of the Committee respectively and of every Sub-Committee shall be regularly recorded by the Hon. Secretary, and the Minutes of every General Meeting and of every meeting of the Committee shall be read at the next of such meetings respectively and signed by the Chairman of the meeting at which they are so read, and the Minutes of every Sub-Committee meeting shall be read at the meeting of the Committee following and signed by the Chairman of such meeting, and all Minutes so signed shall be conclusive as between the Association and every member thereof subject to the correction of any patent error.
  31. The Hon. Secretary of the Association shall perform such duties as the Committee shall from time to time require, and he shall keep in his charge all the documents, papers and Minute Books belonging to the Association and of the Committee, excepting that the financial books and relevant papers of the Association shall be in the charge of the Hon. Treasurer.
  32. The Committee shall prepare "Guidelines for Residents" and "Planning Guidelines" and shall review both documents at regular intervals. Any revisions will be circulated to all residents of the Estate.

    33. HONORARY AUDITOR

  33. At each Annual General Meeting of the Association, the Association shall appoint an Hon. Auditor to hold office until the following Annual General Meeting, at which he shall be eligible for reappointment and so on from year to year. Any casual vacancy in the office of Hon. Auditor may be filled by the Committee.
  34. A Statement of Accounts shall be prepared annually and shall be presented to the Committee, and, if approved, signed by two members of the Committee and by the Hon. Treasurer.
  35. The Hon. Auditor shall have a right of access to the books, accounts, correspondence, documents and vouchers of the Association, and he shall be entitled to require from the Committee and Officers of the Association such information and explanation as may be necessary for the performance of the duties of the Hon. Auditor.
  36. The Hon. Auditor shall make a report to the members of the Association on the Statement of Accounts, as aforesaid, which is presented to the Annual General Meeting and the report shall state whether or not he has obtained all the information and explanations he has required and whether, in his opinion, the Statement of Accounts referred to in his report is correct according to the best of his information and the explanations given to him and as shown by the books of the Association. The Hon. Auditor shall sign his said report, and the said report shall be annexed to the Statement of Accounts to which it relates.
  37. The Hon. Auditor shall not be eligible to be elected to the Committee so long as he is Hon. Auditor, and no member of the Committee shall be eligible to be appointed Hon. Auditor. So long as he is a member of the Committee.

    38. ALTERATION OF CONSTITUTION AND RULES

  38. The Constitution and the Rules or any of them may, from time to time, be altered by Resolution of any General Meeting. In as much as seven clear days' notice of a General Meeting must be given to every member, it follows that a notice of a motion to alter the Rules must be lodged with the Hon. Secretary a sufficient number of days before the date proposed to convene a General Meeting at which the motion shall be put to enable the Hon. Secretary to include the motion in the notice convening the General Meeting.
  39. A copy of the revised Constitution and Rules shall be delivered to every member of the Association within 30 days of the meeting at which the resolution was carried. All new residents shall receive a copy when they move onto the Estate.
  40. If at any General Meeting a Resolution for the dissolution of the Association shall be passed by a majority of members present, and such Resolution shall at a Special General Meeting held not less than one month thereafter at which not less than one half of the members shall be present in person or by proxy be confirmed by a Resolution passed by a majority of two-thirds of the members voting there on the Committee shall thereupon or at such future date as shall be specified in such Resolution proceed to realise the property of the Association, and after the discharge of all liabilities shall divide the same equally among all members, and upon the completion of such division the Association shall be dissolved. Adopted 12th October 2006.
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