CWO Constitution

The Conservative Women’s Organisation (“the CWO”)

CONSTITUTION

1. Name

The Organisation shall be called the Conservative Women’s Organisation (hereafter referred to as the “the CWO”).

2. Aim

To support more women into public life.

3. Value Statement

To promote equality of opportunity for all.

4. Objectives

4.1 To identify, train and mentor women for public role.

4.2 To encourage more women to join the Conservative Party and to provide support for them to participate fully in its management and success at elections.

4.3 To encourage women to participate in all policy conversations and to bring to the Party’s attention, through campaigns and debate, issues that are of interest to women, or pertinent to women in particular.

4.4 To comply with the Party Constitution at all times.

5. Membership of the CWO

5.1 Membership shall comprise:

5.1.1. Every member of the Conservative Party who subscribes to the CWO Aim.5.1.2. Non-Party Members, who can join the CWO as “Friends” of the CWO provided they subscribe to the Aim. Friends’ membership will be at the discretion of the Officers of the CWO. Such membership will be limited, will not confer voting rights or the ability to able to hold any Office within the organisation and will only allow limited access to newsletters and events (at the discretion of the Officers of the CWO).

5.1.3. Members of groups affiliated to the Conservative Party such as the Conservative and Unionist Party in Scotland.

6. CWO National Convention (CWOC)

6.1 Membership of the CWOC shall comprise:
a) The National Executive (as further described in Clause 7 below).
b) All Regional committees (as further described in 9 below).
c) National Officers of the CWO (including Co-optees).
d) All National Honorary Vice Presidents of the CWO.

6.2 Officers of the CWOC

6.2.1 The following Officers shall be (re) elected annually, for a maximum period of (3) three consecutive years, at the AGM of the CWOC (see Clause 12):

a) President;
b) Chairman;
c) Up to three (3) Deputy Chairmen;
d) (Hon) Treasurer;
e) (Hon) Secretary, Returning Officer or Administrator;

6.2.2. The Officers, together with the National Executive may, at their discretion, invite and appoint (Hon) Vice Presidents, who shall have held National Office. These (Hon) Vice Presidents shall hold Office for a maximum of 15 years.

6.2.3. Members wishing to stand for the officer roles as set out 6.2.1 must be nominated by five (5) members of the CWOC, from (3) three different regions.

6.2.4. The minimum qualification requirements for each role are set out below:

a) President – National Officer role for at least two (2) years.
b) Chairman – National Officer role for at least one (1) year or senior elected role in the Party e.g. MP, Leader of a Council, Police and Crime Commissioner, Regional party chairmen or equivalent.
c) Deputy Chairman – National Executive Member for at two (2) years or senior elected role in the Party e.g. MP, Leader of a Council, Police and Crime Commissioner, or equivalent.
d) (Hon) Treasurer (if not appointed) – None
e) (Hon) Secretary, Returning Officer or Administrator (if not appointed) – None

6.2.5 Nominations must be received by (Hon) Secretary, Returning Officer or Administrator (as applicable) in accordance with the requirements of Clause 12.3 of this Constitution.

6.2.6 If not enough valid nominations for positions are received, the Officers of the CWO may advise the CWOC to co-opt a member to fulfil that role until the next AGM.

6.2.7 The Election of Officers of the CWOC will take place in accordance with the provisions set out within this Constitution.

6.3 Meetings of the CWOC

6.3.1 The CWOC must hold at least one meeting each calendar year (including its AGM) on or before the 30th April in each year.

6.3.2 The quorum for the CWOC shall be 10% of total convention or not less than thirty (30) people attending (whichever is the smaller).

6.4 Powers and responsibilities of the CWOC

6.4.1 To receive reports from the CWOC Chairman, Deputies, Regions and Co-optees as requested.

6.4.2 To recommend any further action to the CWOC, that facilitates an effective organisation for Conservative Women throughout the country.

6.4.3 To raise funds to support the work and further the objectives of the CWO.

7 The National Executive Committee (the “NE”)

7.1 The NE is the advisory committee of the CWOC and shall have responsibility for the overall management of the CWO (and constituted annually).

7.2 Membership shall comprise:

a) All Officers of the CWO.
b) All Regional Chairmen plus one Additional Executive Member (AEM), who shall be nominated by each Regional Committee each year and confirmed to the NE at its first meeting after the AGM.
c) The NE shall have the power to co-opt up to nine (9) other members from time to time. Co-optees may only serve three (3) consecutive years and must be confirmed by the NE each year.

7.3 Meetings of the NE

7.3.1 The NE will have at least three (3) General Meetings each calendar year, held in accordance with the provisions of this Constitution.

7.3.2 The Quorum shall be not less than seven (7) members or one sixth of the total membership of the NE (whichever is less).

7.4 Powers and responsibilities of the NE

7.4.1 To be responsible for the maintenance and regular revision of a database of members of the CWO.

7.4.2 To determine the criteria upon which CWO groups can be affiliated or recognised by the CWO.

7.4.3 To be responsible for producing an annual statement of account in a form approved by Conservative Party Board, (which, following approval of the CWO AGM shall be submitted to the Party Board annually).

7.4.4 To have ultimate responsibility in the running of the CWO.

8. Membership of the National Conservative Convention (the “NCC”)

8.1 The NE will confirm the CWO members of the NCC at its meeting prior to the 1st October in any year.

8.2 The NCC shall include, together (where they are not an NCC member in any other capacity):

a) All National Officers;
b) All Regional Chairmen;
c) One additional NCC nomination from each CWO Region;
d) Additional NCC members as agreed by the Officers of the CWOC.

9. Regional Structure of CWO

9.1 There are 12 Regional Committees (RC’s)1 which together constitute Regional Conservative Women.

9. 2 Membership (of RCs) shall comprise:

a) All Officers of the RC;
b) All Area Chairmen;
c) All Chairman and Deputy Chairman of CWO branches;
d) All Chairman and Deputy Chairman affiliated by payment of a fee (or as agreed by the RC).

9.3 Each RC shall have the power to co-opt up to three (3) other members from time to time to fulfil specific projects.

9.4 Co- optees may only serve three (3) consecutive years and must be confirmed at the RC at its AGM.
1 A RC may include affiliated movements to the CWO (such as CWO Scotland) and shall be as defined by the NE.

9.5 RC members must be members of a local Association within the relevant Region.

9.6. Officers of the RCs

9.6.1 The officer team shall be responsible for the day to day management of the CWO in the Region (including contacting all CWO groups and branches in the Region and keeping the NE informed of all annual changes in membership of the RC).

9.6.2 The following officers shall be elected for a maximum period of three (3) consecutive years2 at the RC AGM:

a) President;
b) Chairman;
c) Up to two (2) Deputy Chairmen;
d) Area Chairmen;
e) (Hon) (or elected) Treasurer;
f) (Hon) Secretary, Returning Officer or Administrator;

9.6.3 Members wishing to stand for the officer roles as set out in 9.6.2 must be nominated by three (3) members of the RC from at least three (3) Associations.

9.6.4 Minimum qualification requirements for nomination to each role set out below:

a) Regional President – Regional Officer role for at least two (2) years.
b) Regional Chairman – Regional Officer role for at least one (1) year.
c) Regional Deputy Chairman – Member of the RC for at least one (1) year.
d) Area Chairman (Member of the RC for at least 1 year and ideally to reside within the Area.
e) (Hon) Treasurer (if not appointed) – none
f) (Hon) Secretary, Returning Officer or Administrator (if not appointed) – none

9.6.5 If not enough valid nominations for positions are received, the RC may appoint Officers to the role until the next AGM

9.6.6 If there is a failure to nominate or to appoint at least four (4) members of the Officer team, then the NE must be informed and the Region will be put into Special Measures3.
2 An electoral year will be the period of time between each AGM whether that be a complete or part of a calendar year.
3 See Clause 20

9.7 Meetings of the RCs

9.7.1 Each RC will have at least three (3) General Meetings (“GM”) each calendar year, held in accordance with the provisions of this Constitution, one of which shall be the AGM.

9.7.2 Notice of AGMs and GMs will be given by the (Hon) Secretary, Returning Officer or Administrator to all members of the RC, no less than ten (10) clear days prior to the meeting.

9.7.3 The notice will include:
a) The date/time and location of the AGM/GM
b) An agenda of the meeting

9.7.4 The quorum will be not less than 5 members, or 10% of the total membership, (whichever is the less).

9.7.5 All AGM’s must be held prior to the 30th April in each year (unless the NE agrees otherwise). Failure to hold an AGM (without NE permission) may result in the RC being put into Special Measures4.

9.7.6 If the meeting is not quorate than the National Officer team must be informed immediately and the RC will be put into Special Measures 5(unless otherwise agreed with the National Officer team).

9.8 Powers and Responsibilities of RCs:

9.8.1 To be responsible for producing a programme of events to meet the Aim and Objectives of the CWO (reporting back to the NE as requested).

9.8.2 To prepare annual accounts in the form required by the NE (to be submitted annually when the NE requires). All RC accounts must be approved at the RC AGM and duly signed by the Regional Chairman. Failure to submit accounts as provided for in this clause may result in the RC being put into Special Measures6 by the NE.

9.8.3 To formally acknowledge CWO membership for local CWO groups and branches who pay the affiliation fee (or as agreed by the RC).

9.8.4 To liaise as required by the NE, with the wider Party’s Regional structures.
4 Ibid
5 Ibid.
6 Ibid.

10 Area structure of CWO

10.1 Any CWO member may stand for the office of Area Chairman, provided their nomination is supported by two (2) or more members of a RC, from more than one area.

10.2 The Area committee will report to the RC and could comprise:

a) Chairman;
b) Deputy Chairman;
c) Secretary;

10.3 If there are no valid nominations for an Area, the RC may appoint an Area Chairman for that Area who shall hold office until the next Regional AGM;

10.4 The Area Chairman will be responsible for an area as defined by the RC (and where possible will reside in the Area), and work with the Regional Chairman in producing programme of events to fulfil the Aim and Objectives of the CWO.

10.5 Area Chairmen will be expected to identify and contact Conservative women from the constituencies (together with the Chairmen of Constituency CWOs and recognised Women’s Groups) and work with local projects.

10.6 The Area Chairmen will assist the Regional Chairman in the preparation of a report on the activities within their Region to submit to each CWO NE.

11 Sub-Committees of the CWO

11.1 Any sub-committee created by the NE for the benefit of younger women shall be limited to a membership of full CWO women members under the age of 30.

11.2 All sub-committees are at the directive of the NE are created and dissolved by them, at their time of choosing.

11.3 Sub-committees shall comprise of:

11.3.1 A co Chairman appointed by the NE, who shall also be co-opted to the NE while they remain co Chairman (the other co-chair being a National Officer).

11.3.2 Other members that both the co Chairmen see fit, to fulfil the remit of the sub-committee, any of whom can be removed from the sub-committee by a majority of the National Officers, if necessary.

11.4 Appointed co Chairmen must be re-appointed each year by the NE for up to 3 consecutive years.
7 The term “Area” may include City Regions (as defined by the CWO).

11.5 All sub-committees created at least 3 months before a National AGM must submit a report to the AGM following creation.

11.6 All finances shall be controlled by the (Hon) National Treasurer and all donations be the property of the CWO, which will be dealt with/spent in accordance with the principles set out in herein.

12 Annual General Meetings (AGM) (of the CWOC)

12.1 The AGM shall be held before the 30th April each year.

12.2 Notice of the AGM will be given by the (Hon) Secretary, Returning Officer or Administrator (as appropriate) to all members of the CWOC, no less than twenty-eight (28) clear days prior to the AGM (and Regional Chairmen will be tasked with notifying members within their Region).

12.3 The Notice of Meeting will include:

a) The date/time and location of the AGM.
b) A request for nominations in accordance with the provisions of this Constitution for Officers of the CWOC. This Notice will specify the date by which nominations must be returned, being no less than 14 days prior to the CWO AGM. In the event of more nominations than there are vacancies, a secret ballot will take place at the meeting.
c) A request for CWO Members to put forward items for inclusion with the AGM Agenda. Each item must have a proposer and seconder from 2 (two) regions and be submitted to the Chairman not less than 21 days before the date of the AGM.

12.4 The quorum for the AGM will be 30 (thirty) people or 10% of the CWOC (whichever is the less).

12.5 The business of the AGM shall include:

a) To receive and adopt the report of the Chairman of the CWO;
b) To elect the Chairman and Officers of the CWO;
c) To receive and adopt the statement of accounts;
d) To receive such reports as the NE shall determine.
e) To receive any other business relevant to the AGM (including any matters raised by members as provided for in Clause 12.3 herein).

12.6 The provisions of Clause 15 herein will apply with regards to voting at the AGM but, for the avoidance of doubt, each member of the CWOC shall have one vote notwithstanding that the member’s right to attend derives from holding more than one office or post.

12.7 In the event that the meeting is inquorate, another meeting shall be called not less than 60 and no more than 90 days from the date of the inquorate meeting. Any nominations submitted to the inquorate meeting shall stand as nominations for elections at the quorate meeting.

12.8 The Returning Officer shall be appointed by the CWO NE. They cannot be a member of the CWO National Executive nor a candidate in the relevant election. They do not need to be a member of the CWO but they should have a knowledge of CWO rules and procedures.

13 Extraordinary General Meetings (EGM)

13.1 On receipt by the (Hon) Secretary, Returning Officer or Administrator of a petition signed by not less than 30 (thirty) members or 20% of the total membership of the CWOC (whichever is less) and from a minimum of six (6) regions, the Chairman of the CWO shall call an Extraordinary General Meeting of the CWO.

13.2 Notice of the EGM will be given by the (Hon) Secretary, Returning Officer or Administrator to all members of the CWOC, no less than twenty-one (21) clear days prior to the EGM unless, in the case of an emergency, the Chairman (or disciplinary committee if relevant) requests a shorter notice period (in their absolute discretion).

13.3 The Notice of Meeting will include:

a) The date/time and location of the EGM
b) An agenda for the meeting.

13.4 The quorum for the EGM will be 20% of the CWOC Membership.

13.5 The provisions of Clause 15 herein will apply with regards to voting at the EGM but, for the avoidance of doubt, each member of the CWOC shall have one vote notwithstanding that the member’s right to attend derives from holding more than one office or post.

13.6 The Returning Officer shall be appointed by the CWO NE. They cannot be a member of the CWO National Executive nor a candidate in the relevant election. They do not need to be a member of the CWO but they should have a knowledge of CWO rules and procedures.

14 General Meetings (GM)

14.1 Notice of a GM will be given by the (Hon) Secretary, Returning Officer or Administrator (as appropriate) to all members of the CWOC, no less than twenty-eight (28) clear days prior to the GM.

14.2 The Notice of Meeting will include:
a) The date/time and location of the GM
b) An agenda for the meeting

14.3 The quorum shall be not less than 30 (thirty) members or 10% of the total membership of the CWOC (whichever is less).

14.4 In the event that the meeting is inquorate, another meeting shall be called not less than 60 and no more than 90 days from the date of the inquorate meeting. Any nominations submitted to the inquorate meeting shall stand as nominations for elections at the quorate meeting.

14.5 The Returning Officer shall be appointed by the CWO NE. They cannot be a member of the CWO National Executive nor a candidate in the relevant election. They do not need to be a member of the CWO but they should have a knowledge of CWO rules and procedures.

15 Voting at meetings

15.1 At all meetings of the CWO, including meetings of the CWOC and its Committees, voting shall be by a show of hands unless, the Chairman (at her discretion) otherwise directs or, one-third of members present and entitled to vote so request (in which case a secret ballot will be held).

15.2 Except where expressly provided otherwise, any motion at any meeting of the CWO, including meetings of the Executive and its Committees shall be carried on a majority vote.

15.3 The Chairman (or Chairman of the meeting) will have a casting vote.

16 Finance

16.1 The CWO is a self-financing organisation and not dependant on any outside body for funding.

16.2 The CWO will receive income from Development Training (and other sales as authorised for not for profit organisations) donations and fundraising events.

16.3 The CWO it can only act on projects and give support to the Party through raising its own funds. It is not for profit and has no shareholders.

16.4 Any money spent must be authorised by the NE and may only be used in furtherance of the CWO Aim.

16.5 The NE shall appoint a minimum of two (2) signatories for the CWO bank accounts, bank drafts or cheques or similar documents.

16.6 Should the CWO cease to exist then all sums remaining (net of debts and closing down costs) may be donated to any organisation that fulfils the aims of the CWO, as agreed by the NE.

16.7 The CWO shall abide by the rules set down by the Electoral Commission for Non-Party (third Party) campaigners during “regulated activity” (as the Women’s Voice of the Conservative Party).

16.8 The CWO will follow best accounting practice (as advised by the Charity Commission for not for profit organisations) in order to comply with its reporting duties as prescribed by the electoral commission. This “best practice” will include certified annual accounts and a prudential fund and annual budget planning, with reports back to the accountable body at each and every executive meeting concerning expenditure and income in relation to the planned budget.

16.9 Each Region will be responsible for producing accounts certified by a suitable person.

17 Expenses

17.1 National and Regional officers may claim reasonable expenses in the performance of their duties on the prior written agreement of the (Hon) Treasurer or Regional Treasurer. No payments for reimbursement of expenses will be made without the submission of receipts.

18 Donations by the CWO

18.1 The CWO must comply with all rules, legislation etc governing donations to and from the CWO, which apply to non-party/third party campaigners.

19 Disputes

19.1 Members of the CWO should comply with the “Code of Conduct for Conservative Party Representatives”8 and follow the “Seven Principles of Public Life”9 established by Lord Nolan and the Committee on Standards in Public Life (Selflessness; Integrity; Objectivity; Accountability; Openness; Honesty; Leadership).

19.2 If any member of the CWO fails to comply with the Code and Principles as set out in 19.1 herein and in any way brings the reputation of the CWO into disrepute or cause embarrassment to the CWO, the Officers have the power to convene a disciplinary committee made up of the President, the Chairman (or a Deputy) and three (3) Regional Chairmen based on length of executive membership.

19.3 A minimum of three (3) days notice will be required to convene the disciplinary meeting.
8 https://www.conservatives.com/codeofconduct [Accessed on 28.01.2020]
9 https://www.gov.uk/government/publications/the-7-principles-of-public-life/the-7-principles-of-public-life–2 [Accessed on 28.01.2020]

19.4 Notice of the disciplinary meeting will include details of the procedure to be followed at the meeting which will allow representations to be made to the committee by all interested parties (at the Chairman’s discretion).

19.5 The disciplinary committee will have powers (as appropriate) to expel (and refer to the Conservative Party’s disciplinary Board) or suspend (subject to investigation) any Member.

19.6 The majority decision of the disciplinary committee will be final and binding (subject to 19.8) below). The Chairman of the committee will have the casting vote.

19.7 The Subject will be notified of the decision and reasoning by email or post within seven (7) days of the meeting. Notification of the decision shall also be sent to NE members.

19.8 Any complaints relating to the operation of the procedure outlined within this Clause 19 shall be referred to an independent person (such person to be chosen at the discretion of the President and who may be a Party member but not an Officer of the CWO) for adjudication.

20 Special Measures

20.1 Should a RC fail to comply with its duties herein, it will be in the discretion of the NE to take over the day to day running of the RC until it is able to function in terms of this Constitution, or to offer further support required to fulfil its duties in terms of this Constitution.

20.2 Should the complaints procedures contained herein be triggered, then the Region or Committee in which the complaints procedure is involved, shall be placed into special measures.

21 Declarations of interest

21.1 All members of CWO have a responsibility to disclose any financial or other relevant interest (“disclosable interests”) in any matter being discussed at any meeting they attend.

21.2 The (Hon) Secretary will keep a Register of CWO Members’ disclosable interests.

21.3 Members will be prohibited from taking part (and voting) on any matter in which they have a disclosable interest (other than with express approval of the meeting).

22 Alterations and Interpretation

22.1 Amendments to the body of this Constitution will be by decision of the CWOC in accordance with the provisions of this Constitution (at a GM or AGM). However, any vote to amend the constitution will only be carried if supported by 51% or more of those present (in person not by proxy) and entitled to vote.

22.2 Interpretation of this constitution is solely within the discretion of the NE.

22.3 For the avoidance of any doubt, the NE has, in its absolute discretion, the authority to create best practice guidelines, by-laws and any other ancillary documentation for the CWO (and require CWO members to adhere to them) to further its Aim.