Oxford University Dramatic Society

Constitution
Last Amended 29th April 2016
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1.

I - Name and Objects

The Society is called the Oxford University Dramatic Society. The
Society's objects are the support, development, improvement and
promotion of drama in the University of Oxford, and the income and
property of the Society shall be applied solely to those objects.

II - Compliance

1.

The Society shall be administered in accordance with the regulations

for University Societies which are published from time to time in the
Proctor's and Assessor's Memorandum ("The Proctor's
Memorandum").

2.

The activities of the Society will at all times be conducted in

accordance with the following University policies and codes of
practice in force from time to time:
the Integrated Equality Policy;
the Code of Practice on Harassment and Bullying;
the Code of Practice on Freedom of Speech.

3.

No member of the Society shall participate in any activity overseas

organised by the Society, 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. 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 Senior
Members to accompany the trip.

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III - Membership

1.

The Members of the Society shall be those who are eligible and
apply for membership of the Society, who are admitted to and
maintained in membership by the Committee.

2.

All resident junior members of the University and all persons whose
names are on the University's Register of Visiting Students shall be
eligible to become Full Members of the Society. A junior member is
a matriculated member of a College or Hall who is reading and
registered for a recognised degree, diploma or certificate. A member
is resident if during term the member satisfies the requirement for
residence laid down by the University. A member shall continue to
be eligible until they are given permission to supplicate for their
degree, diploma or certificate, regardless of whether or not they
continue to be liable to pay fees to the University.

3.

The Committee also may, at its discretion, admit as Full Members:

members of Ruskin College, Ripon College, Cuddedon, and the
Oxford Institute of Legal Practice;
members of the Westminster Institute of Oxford Brookes University
who are registered to read for degrees or other qualifications
validated by the University of Oxford, provided that such members
do not constitute more than one-fifth of the total membership of the
Society;

4.

The Committee also may, at its discretion, admit as Associate

Members:
senior members of the University, members of Congregation, and
University staff;
former members of the University, being those who in the past
qualified for Full Membership under clause 2 or 3 above, and who
ceased to qualify for such membership three or fewer academic
years ago;

5.

The Committee also may, at its discretion, admit as Associate

Members other persons not falling within clause 4 above.
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6.

Associate Members shall not constitute more than one-fifth of the

total membership of the Society.

7.

Associate Membership and Full Membership shall confer such

benefits, and entail such costs, as this Constitution and the
Committee may determine, providing that such benefits and costs
shall be equal amongst all Full Members, and (separately) equal
amongst all Associate Members.

8.

The Committee may remove a person from membership for good

cause. The person concerned may appeal against such removal to the
Senior Members.
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IV - Meetings of the Members

1.

There shall be an Annual General Meeting for all members of the

Society in each Trinity 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 Society for the previous year, the report
and accounts having been previously approved by the Committee;
receive a report from the Committee on the Society's compliance
with Article II above;
consider any motions to amend this Constitution, where prior notice
has been given in the agenda to the Meeting;
consider any other motions of which due notice have been given,
and any other relevant business.

3.

An Extraordinary General Meeting may be called in any Full Term:

by any member of the Executive Committee on not less than seven
days' notice; or on a written requisition by ten or more Full
Members, stating the reasons for which the meeting is to be called,
and delivered to the Secretary not less than fourteen days before the
date of the meeting.

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4.

The Secretary shall announce to all Members of the Society, in a

manner which the Committee shall from time to time determine, the
time and place of any General Meeting; and shall at the same time
announce the agenda of the meeting.

5.

The quorum for a General Meeting shall be 20 members present in

person or by proxy, of whom five 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 their 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.

In all General Meetings, Full and Associate Members shall have the
right and opportunity to attend, and the opportunity to speak where
appropriate; but only Full Members of the Society shall be eligible to
vote. Full Members may vote in General Meetings by proxy. The
Member must nominate their proxy in writing and the proxy must
bring this nomination to the meeting. No person may act as proxy for
more than two Members. It is not necessary for the proxy to be a
Full Member.
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1.

V - The Committee
The affairs of the Society shall be administered by a Committee.
Members of the University shall at all times make up the majority of
the members of the Committee. The Committee shall:
determine the subscriptions payable by the Full and Associate
Members of the Society, and the benefits such membership shall
entail;
have ultimate responsibility for the activities of the Society; and
control the funds and property of the Society and its administration;

2.

The Committee shall be made up of the Executive Committee and

the Standing Committee. The Executive Committee shall be made
up of the President, the Secretary, and the Treasurer. The President,
the Secretary and the Treasurer shall each either be a Full Member of
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the Society, or (with approval from the Proctors) a member of

Congregation. If their eligibility stems from clause III-3 above, on
election to office they must sign an undertaking to abide by the
Proctor's Memorandum and to accept the authority of the Proctors on
Society matters. Within the Executive Committee, no role shall be
held by more than one person, nor shall any one person hold more
than one role.
3.

The President shall be responsible for the Society's day-to-day

activities; and for its interactions with the University, other student
organisations, and people who are not Members of the Society.

4.

The Secretary shall:

maintain a register of the members of the Society, which shall be
available for inspection by the Proctors on request;
give notice of meetings of the Members and the Committee;
draw up the minutes of those meetings, and present them to the
Committee, and to the Proctors or to Members of the Society upon
request;
notify the Proctors promptly following the appointment, resignation
or removal of members of the Executive Committee;
notify the Proctors promptly of any changes in this Constitution;
forward to the Proctors not later than the second week of every Full
Term a copy of the programme of events which has been arranged
for that term, and a copy of the accounts for the preceding term
signed by the Senior Treasurer, for retention on the Proctors' files;
and

inform the Proctors if the Society ceases to operate or is to be

dissolved and in doing so present the final statement of accounts.
5.

The Treasurer shall:

keep proper records of the Society's financial transactions in
accordance with current accounting rules and practices;

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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;
ensure that bills are paid and cash is banked in accordance with the
procedures developed under clause (ii) above;
prepare an annual budget for the Society, 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
Financial Division;

develop and maintain a manual of written procedures for all aspects

of the Treasurer's responsibilities;

i.

make all records, procedures and accounts available on request to the

Senior Treasurer, Proctors and Internal Audit;
prepare a copy of the previous term's accounts, as required in clause
4(vi) above, and present them to the Senior Treasurer for their
review not later than the end of the first week of each Full Term;
if the Society has a turnover in excess of 15,000 in the preceding
year, or if owing to a change in nature or scale of its activities may
confidently be expected to have such a turnover in the current year,
subject its accounts for audit by the University's auditors (or other
auditors approved in advance by the Proctors). Accounts are to be
ready for audit within four months of the end of the Society's
financial year and the costs of the audit shall be borne by the
Society. If requested by the auditors, the Society shall submit
accounts and related material as a basis for a review of accounting
procedures, the cost likewise to be borne by the Society.
6.

The Committee shall be advised by at least one Senior Member, each

of whom shall be a member of University Congregation. The Senior
Members shall be members of the Committee ex officio, and shall be
invited to attend all Meetings of the Society and the Committee. A
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Senior Member shall be appointed by a majority of those present in

person or by proxy at a General Meeting. The Senior Members shall
designate one of their number to fulfil the role of Senior Treasurer.
7.

The Senior Members shall:

hear appeals from removal from membership under clause III-7
above;
ensure that adequate advice and assistance is available to the
Secretary in the performance of their responsibilities under clause 4
above;
have the right to inspect any records and documents concerning the
activities of the Society;
be available to represent and speak for the Society in the public
forum, and before the Courts of the University and the University
authorities;
exercise the right of veto over any decisions of the Committee;

8.

In addition, the Senior Treasurer shall:

in accordance with clause 5(i) above, consider the accounts of the
Society and sign them promptly if they consider them to be in order;
ensure that adequate advice and assistance is available to the
Treasurer in the performance of their responsibilities under clause 5
above;
receive applications for the position of Treasurer in accordance with
clause VI-3 below, and inform the Returning Officer promptly
whether they endorse the candidate;

9.

The Standing Committee shall be comprised of not less than two and
not more than ten persons (not including members who are also
members of the Executive Committee), each of whom shall be a Full
Member of the Society. The two permanent members of the Standing
Committee shall be the IT Officer and the Wardrobe Master or
Mistress.

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10.

The IT Officer shall:

maintain and take responsibility for the operation and updating of a
suitable Society web-page displaying, at a minimum, this
Constitution, the list of current Committee members, and the
program of events which has been organised for each term, as in
clause 4(vi) above.
If the Society has applied to Oxford University Computing Services
(OUCS') to use information technology (IT') facilities in the name
of the Society, and relevant facilities have been allocated by OUCS,
the IT Officer shall:
be a person entitled to a University e-mail account (as defined by
OUCS rules), or ensure that the Committee delegates the
responsibilities defined in clauses (2) to (5) below to such a person;
liaise with OUCS about the use of facilities allocated;
pass on to their successor in office all records relating to the use of
the facilities allocated;
maintain an awareness of the University Guidelines for Web
Information Providers and co-ordinate and regulate access to the
web facilities use by the Club;
ensure the Society acts in compliance with regulations and
guidelines relating to the use of IT facilities published from time to
time by OUCS;

11.

The Wardrobe Supervisor shall:

secure, with the assistance of the Committee, and maintain a space to
house the Society's wardrobe, and be the primary point of contact
with the owners of that space;
ensure that the costumes within the wardrobe collection are
maintained in a good state of repair and cleanliness;
maintain an accurate catalogue of the wardrobe items, and a record
of hires;

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advertise the wardrobe to Oxford student drama productions, and

arrange regular times at which the wardrobe shall be open for
withdrawals and returns;
keep an accurate record of fees owed for costume hire, collect those
fees from hirers, and present them regularly to the Treasurer;
ensure that, except for disposal of items irreparably damaged, items
in the wardrobe are not sold or disposed of without the agreement of
the Committee, and make any such proposals to the Committee;
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VI - Election

1.

The Committee shall in Hilary Term decide on the number of seats

on the Standing Committee, and what responsibilities and titles each
seat shall have, for the following year; and shall review the same
from time to time throughout the year and make such changes as
may be necessary; providing that the Committee shall not remove a
seat from the Standing Committee unless that seat is empty.

2.

The members of the Committee shall be elected by the members of

the Society annually by secret ballot, and shall be eligible for reelection. All Full Members of the Society shall be eligible to vote to
elect Committee members. Once the Committee has reviewed the
size and composition of the Standing Committee in accordance with
clause 1 above, the Committee (or, if the Committee do not do so,
the Senior Members) shall appoint a Returning Officer, who shall be
a Full Member not otherwise involved in the election process, and
who shall not vote in the election, to co-ordinate and scrutinise the
election process. The Returning Officer shall:
establish procedures for the conduct of the election in consultation
with the Committee and with the agreement of the Senior Members,
and give appropriate notification of those procedures;
invite all Full Members of the Society to stand for the available
positions (to become Candidates'), and provide a reasonable period
of time for those nominations to be received;
ensure that adequate opportunity is provided for Members to ask
questions of the Candidates, and for the Candidates to present
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themselves and their manifestos to the Members;

conduct and supervise a secret ballot of eligible Full Members in
Hilary Full Term, or as soon as practical thereafter (provided that all
public periods of the election shall take place within University Full
Term); and present the results to the Committee.
3.

A Member wishing to stand for the position of Treasurer must seek

the endorsement of the Senior Treasurer by arranging a meeting with
them, to take place before the deadline for the submission of
candidacy. The Senior Treasurer may endorse as many candidacies
for Treasurer as they see fit. A Member who does not receive the
Senior Treasurer's endorsement may continue to stand for the
position of Treasurer, but the endorsement, or lack thereof, shall be
clearly conveyed to all voters by the Returning Officer.

4.

The terms of office of the Committee shall be as follows:

The Treasurer's term of office shall begin at the end of the Full Term
in which they are elected; provided that if that election takes place
outside of Hilary Full Term, the term of office shall instead begin
immediately. The term of office shall finish at the end of the Full
Term following the Term in which their successor is elected, or when
the accounts maintained during the Treasurer's term of office have
been audited externally and returned to the Proctors in accordance
with clause V-5(x) above; whichever is the earlier. In the period
when the new Treasurer's term of office has begun but the outgoing
Treasurer's term has not yet finished, the incoming Treasurer shall
have all the rights and responsibilities of the office except the audit.
The President and Secretary's terms of office shall run from the end
of the Full Term in which they are elected, to the end of the Full
Term in which their successors are elected, provided that if an
election shall take place outside of Hilary Full Term, the associated
handover shall instead take place immediately.
The Senior Members shall hold those offices until they no longer
wish to do so, or until they are removed by a vote at a General
Meeting.
The Standing Committee members' terms of offices shall run from
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the end of the Full Term in which they are elected, to the end of the
following Hilary Full Term.
5.

If any vacancies occur amongst the members of the Committee, the

Committee shall have the power to fill the vacancy or vacancies up
to the next election by co-option, providing that no person shall be
co-opted to a position on the Executive Committee who was not
elected by the Members of the Society to the current Committee.

6.

A Senior Member may be removed from office by a three-quarters

majority vote of those present in person or by proxy at a General
Meeting; the Society may by the same process disenfranchise a
Senior Member from the position of Senior Treasurer. Members of
the Executive Committee may be removed from office by a twothirds majority vote at such a Meeting. Members of the Standing
Committee may be removed from office by a two-thirds majority
vote of the Committee at a Committee meeting. In each case the
proposed removal must be on the agenda circulated prior to the
Meeting.

7.

Each member of the Committee must, on relinquishing their

appointment, promptly hand to their successor (or to another
member of the Committee nominated by the Committee) all official
documents and records belonging to the Society, together with any
other property of the Society which may be in their possession; and
must complete any requirements to transfer authority relating to
control of the Society's bank accounts, building society accounts or
other financial affairs.
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VII - Meetings of the Committee

1.

The Committee shall meet at least four times during each Full Term.
The Committee shall make reasonable efforts to ensure that meetings
take place at times and places which the Senior Members can attend.
The quorum for a Committee meeting shall be five members present
in person, two of whom must be members of the Executive
Committee.

2.

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 their views to the meeting. If the
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financial business of the meeting involves sums in excess of 500

there must be present the Senior Treasurer or a member of the
Committee deputed by the Senior Treasurer to represent their views;
or the business must, after being decided by the Committee, be
presented to the Senior Treasurer for their approval.
3.

Any Member of the Society shall be entitled to attend any meeting

of the Committee, although they shall not address the meeting except
at the Committee's invitation. The Committee may remove a
Member from a meeting with good cause, which must be noted in
the minutes of the meeting.

4.

The President shall have the right to preside at all meetings of the
Members of the Society and at all meetings of the Committee.
Should the President be absent or decline to take the chair, the
Committee shall appoint another member of the Committee to Chair
the meeting.

5.

The Committee shall reach decisions by simple majority vote, with

each Committee member casting one vote. In the event of a tie, the
President shall have the casting vote.

6.

Without derogating from its responsibility, the Committee may

delegate its functions to subcommittees which are made up
exclusively of members of the Committee.

7.

The Committee shall have power to make regulations and by-laws,

in accordance with this Constitution, and to settle any disputed
points not otherwise provided for in this Constitution.
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1.

IX - Indemnity
So far as may be permitted by law, every member of the Committee
and every Officer of the Society shall be entitled to be indemnified
by the Society against all costs, charges, losses, expenses and
liabilities incurred by them in the execution or discharge of their
powers, or otherwise properly in relation to, or in connection with,
their duties. This indemnity extends to any liability incurred by them
in defending any proceedings criminal or civil, which relate to
anything done or omitted or alleged to have been done or omitted by
them as a member of the Committee or officer of the Society and in
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which judgement is given in their favour (or the proceedings are

otherwise disposed of without any finding or admission of any
material breach of duty on their part), or in which they are 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 them by the Court.
2.

So far as may be permitted by law, the Society may purchase and

maintain for any member of the Committee or officer of the Society,
insurance cover against any liability which by virtue of any rule of
law may attach to them in respect of any negligence, default, breach
of duty or breach of trust of which they may be guilty in relation to
the Society and against all costs, charges, losses, expenses and
liabilities incurred by them and for which they are entitled to be
indemnified by the Society by virtue of clause 1 above.
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X - Dissolution

1.

The Society may be dissolved at any time by the approving vote of

two-thirds of those present in person or by proxy at a General
Meeting. In the event that the Secretary receives notice from the
Proctors that the Society has ceased or will cease to be registered
with them, the Secretary shall call a General Meeting to discuss
whether the Society should consequently be dissolved.

2.

In the event of the Society being dissolved, its assets shall not be
distributed amongst its members but be paid to, or at the direction, of
the University in accordance with article I above.
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XI - Amendment and Interpretation

1.

The Senior Members shall from time to time verify that this
Constitution is in compliance with the relevant guidelines as
specified by article II above; and if any part is found to be in
contradiction, will instruct the Committee to propose a suitable
amendment.

2.

Any amendment to this Constitution shall require the approving vote

of two-thirds of those present in person or by proxy at a General
Meeting; providing that the proposed amendment shall have been
circulated with the agenda for the Meeting.
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Any question about the interpretation of this Constitution shall be

settled by the Proctors.

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