Association Model Constitution

Date of constitution: 17 February 2026

1. Name

The name of the Charitable Incorporated Organisation ("the CIO") is SMP Theatre CIO.

2. Principal office

The CIO must have a principal office in England or Wales.

The principal office of the CIO is in England.

3. Objects

The objects of the CIO are:

To provide opportunities for people in Enfield, North London and Hertfordshire to participate in amateur dramatics and the performing arts through inclusive auditions, productions and community workshops in singing and dance.

Nothing in this constitution shall authorise an application of the property of the CIO for purposes which are not charitable in accordance with the Charities Act 2011.

4. Powers

The CIO has power to do anything which is calculated to further its objects or is conducive or incidental to doing so. In particular, the CIO has power to:

4.1 borrow money and charge the whole or any part of its property as security for the repayment of the money borrowed

4.2 buy, take on lease or otherwise acquire property and maintain and equip it for use

4.3 sell, lease or otherwise dispose of all or any part of the property belonging to the CIO

4.4 employ and remunerate such staff as are necessary for carrying out the work of the CIO

4.5 deposit or invest funds

5. Application of income and property

5.1 The income and property of the CIO must be applied solely towards the promotion of the objects.

5.2 A charity trustee is entitled to be reimbursed from the property of the CIO reasonable expenses properly incurred when acting on behalf of the CIO.

5.3 None of the income or property of the CIO may be paid or transferred directly or indirectly by way of profit to any member of the CIO. This does not prevent a member who is not also a charity trustee from:

(a) receiving a benefit as a beneficiary of the CIO;

(b) receiving reasonable and proper remuneration for goods or services supplied to the CIO;

(c) taking part in normal trading and fundraising activities on the same terms as members of the public.

6. Benefits and payments to charity trustees and connected persons

No charity trustee or connected person may receive any financial benefit from the CIO unless the payment is permitted by law or authorised by the Charity Commission.

Nothing in this clause prevents a charity trustee from receiving reimbursement of reasonable expenses.

7. Conflicts of interest

A charity trustee must declare the nature and extent of any interest, direct or indirect, in a proposed transaction or arrangement with the CIO and must not participate in any decision where a conflict of interest arises.

8. Liability of members

If the CIO is wound up, the members have no liability to contribute to its assets and no personal responsibility for settling its debts and liabilities.

9. Membership of the CIO

9.1 Admission of members

Membership of the CIO is open to individuals who are interested in furthering its objects and who meet the eligibility requirements set out below.

A person becomes a member when they have performed in at least one SMP Theatre production.

Being offered or accepting a role does not create membership if the person withdraws before the production is performed.

Membership begins on the opening night of the first production in which the person performs and lasts for one year from that date. Performing in additional productions during that period does not extend or reset the membership period.

All charity trustees are automatically members for the duration of their term of office.

The charity trustees will maintain a register of members.

9.2 Termination of membership

Membership comes to an end if:

(a) the membership period expires;

(b) the member resigns by notice in writing to the trustees;

(c) the trustees decide it is in the best interests of the CIO that the member should be removed, after giving the member an opportunity to respond.

10. Members' decisions

10.1 Decisions of the members may be taken by resolution at a general meeting.

10.2 An ordinary resolution shall be passed by a simple majority of votes cast.

10.3 A resolution in writing agreed by all members shall be effective.

10.4 Any decision to amend this constitution must be taken in accordance with clause 14.

10.5 Any decision to wind up or dissolve the CIO must be taken in accordance with clause 15.

11. General meetings of members

11.1 The CIO must hold an Annual General Meeting each year.

11.2 Other general meetings may be called by the trustees.

11.3 At least 14 clear days' notice must be given to members of any general meeting.

11.4 No business may be transacted at any general meeting unless a quorum is present.

11.5 The quorum for general meetings is six members present in person.

11.6 Decisions are taken by a simple majority of votes cast unless this constitution requires a higher majority.

11.7 The AGM must receive the annual statement of accounts and the trustees' annual report.

12. Charity trustees

12.1 The CIO must have at least three charity trustees.

12.2 Trustees are elected by the members at the Annual General Meeting.

12.3 Trustees serve a term of two years and may stand for reappointment.

12.4 The first charity trustees of the CIO are:

Tara Amatruda

Yiltan Kemal

Rosheen Toal

Fay Kemal

Sharon Toal

Gemma Anne Schmitz

James Arnold

13. Meetings of charity trustees

13.1 The charity trustees may regulate their meetings as they see fit.

13.2 No decision shall be taken unless a quorum is present.

13.3 The quorum for trustee meetings is five trustees.

13.4 Decisions are taken by majority vote. In the event of equality of votes, the chair has a casting vote.

14. Amendment of constitution

As provided by sections 224 to 227 of the Charities Act 2011:

14.1 This constitution can only be amended:

(a) by resolution agreed in writing by all members; or

(b) by a resolution passed by a 75 percent majority of votes cast at a general meeting.

14.2 Any alteration of the objects, dissolution clause or any provision authorising trustee benefit requires the prior written consent of the Charity Commission.

14.3 A copy of any resolution altering the constitution must be sent to the Charity Commission.

15. Voluntary winding up or dissolution

15.1 The CIO may be dissolved by resolution of the members passed by a 75 percent majority at a general meeting.

15.2 Any remaining assets must be applied for charitable purposes the same as or similar to those of the CIO.

1. Purpose

This Code of Conduct sets out the standards of behaviour expected of everyone involved in SMP Theatre. It exists to protect the wellbeing of all members and to ensure the group operates with respect, integrity, and openness in line with its aims.

2. Respect and Inclusion

Treat all members, volunteers, and audiences with courtesy and respect, regardless of background, role, or opinion. Listen carefully to others' ideas and feedback. Celebrate diversity and avoid language or behaviour that could be considered discriminatory, offensive, or exclusionary.

3. Communication

Discuss SMP Theatre matters through appropriate channels, such as meetings, official messages, or approved group chats. Avoid gossip or criticism of individuals, whether in person or online. If you have a concern about someone's behaviour, raise it privately with the Chair, Treasurer, or Welfare

Officer, not through public or informal discussion. Keep sensitive information discussed in committee meetings confidential.

4. Accountability and Professionalism

Act in the best interests of SMP Theatre at all times, not personal agendas. Support collective decisions once they have been made, even if you initially disagreed. Arrive on time for rehearsals, meetings, and performances. Fulfil any agreed commitments or notify others promptly if your circumstances change.

5. Safeguarding and Welfare

Follow SMP Theatre's Safeguarding Policy when working with children or vulnerable adults. Be mindful of the wellbeing of yourself and others. The Welfare Officer can be contacted confidentially for support or advice.

6. Conflict and Complaints

Disagreements may happen, and should be handled calmly, directly, and respectfully. If conflict arises, speak to a committee member before it escalates. Formal complaints should be made in writing to the Committee, who will follow the agreed complaints process.

7. Representation

Members represent SMP Theatre during rehearsals, performances, and public events. Avoid posting negative or divisive comments about SMP Theatre or its members on social media. Promote SMP Theatre positively, in keeping with its community spirit and values.

8. Breaches of the Code

Minor issues will be addressed informally and supportively. Serious or repeated breaches may result in suspension or removal from participation, following fair discussion with those involved.

9. Agreement

By taking part in SMP Theatre activities, members agree to uphold this Code of Conduct and work together in a spirit of respect, collaboration, and enjoyment of theatre.

Approved by: Draft version, to be reviewed November 2025

SMP Theatre is committed to providing a safe, welcoming and inclusive environment for everyone involved in our productions, workshops and community activities. We take the safety and wellbeing of children, young people and vulnerable adults very seriously and expect the same commitment from all our members, volunteers and visitors.

All children involved in SMP productions are always accompanied by a parent or licensed chaperone approved by the local council. SMP does not work directly with unaccompanied children.

Our safeguarding approach follows recognised national guidance and local authority procedures. Everyone in SMP has a responsibility to act if they see or hear something that causes concern.

What to do if you have a concern

If a child or adult confides in you, remember TEDDY:
T – Tell me what happened
E – Explain what you mean
D – Describe what happened
D – Don't promise confidentiality
Y – Your responsibility is to contact the safeguarding contact

If you are worried about someone, or if anyone discloses information that concerns you, please contact our safeguarding contact as soon as possible.

Safeguarding Contact
Sharon Toal

Sharon is the first point of contact for any safeguarding concerns and will consult with the committee or relevant authorities if further action is needed.

You can also speak to any member of the SMP Committee, who will pass your concern to Sharon.

1. Who we are

SMP Theatre is a voluntary community performing arts group based in North London & Hertfordshire.

You can contact us at: contact@smptheatre.co.uk

2. What information we collect

We only collect information that helps us run our activities safely and effectively. This may include:

• Your name
• Your email address
• Your phone number
• Any access needs you share with us
• Emergency contact details (if you choose to give them)
• Payment details for workshops or shows
• Photos or videos only if you have given permission

We do not collect more information than we need.

3. How we use your information

We use your information to:

• Manage bookings for workshops, shows and events
• Contact you with updates about an activity you signed up for
• Keep participants safe and supported
• Respond to questions or enquiries
• Improve our sessions and community work

We will only use your information for the purpose you gave it to us.

4. How we store and protect your information

Your information is stored securely and only accessed by SMP Committee members who need it to run an activity.

We use password protected systems and we delete information when we no longer need it.

5. Sharing your information

We do not share your information with anyone unless:

• You have given us clear permission
• We are required to do so for safety reasons
• We are asked to do so by law

We never sell or swap personal information.

6. Photos and videos

We will only use photos or videos of you if:

• You have given consent, or
• You appear only in the background of a public event

You can withdraw your consent at any time by emailing us.

7. Your rights

You have the right to:

• Ask for a copy of the information we hold about you
• Ask us to correct or delete your information
• Withdraw consent at any time
• Ask how your information is being used

Contact us at contact@smptheatre.co.uk if you would like to use any of these rights.

8. How long we keep your information

We keep your information only for as long as we need it. For workshops and events, this is usually until the activity has finished, unless you tell us to keep you on our mailing list.

9. Updates to this policy

We may update this policy as SMP grows or as we move toward charitable status. Any changes will be posted on this page.