Proprietors Association Constitution

Sinclair Development Proprietors Association



  • All proprietors of any of the 306 properties in the Sinclair Development are considered de facto members of the association.


  • Each year at the development Annual General Meeting (A.G.M.), the proprietors will elect a Committee to carry out the business of the association, by the normal voting rules of those meetings.
  • The responsibilities of the committee are:
    • To improve the accountability of the factors to the proprietors, and ensure that development issues are dealt with as promptly as is feasible.
    • To call regular meetings of all proprietors, as required, and ensuring that a clear agenda for those meetings is provided and circulated to proprietors in advance.
    • To provide a representative group of proprietors with which the Factor of the Sinclair Development can consult on matters pertaining to the management of the development.
  • The Committee shall be made up of a Secretary, Chair / Chairperson, Treasurer, (known as “the officers”) and general members. Officers shall be appointed at the A.G.M. where the committee is elected.
  • The size of the Committee shall be between four and ten people.
  • Officers shall carry out the duties given to them by General Meeting.
  • Officers should use general members on the Committee to assist with these duties.
  • The Committee shall meet once every three months, although more meetings may be organised.
  • The Secretary should arrange to take, or have taken, minutes of Committee meetings, which should be tabled at the following Committee meeting. The minutes should be available to all members on request.
  • The Committee may introduce or appoint new members as required up to the maximum size of the Committee.
  • The Treasurer shall arrange to inspect the accounts of the Factor at least once a year, and report on their findings to the Committee and the A.G.M.
  • No Committee meeting shall take place if less than half the members are present.
  • Committee members will be asked during the selection process to affirm that they do not have any outstanding debts to the development over three months old, and will be expected to remain debt-free for the duration of their appointment.


  • The Factor, for their part, agree to:
    • Allow the Committee to send communications via mail to all proprietors
    • Consult the Committee on any issues involving spending over a set limit (£700)
    • Respect any decision reached by the Committee on those issues
    • Action issues promptly once decision has been reached
    • Listen and consult on any issues raised by the Committee
    • Provide the Treasurer with access to provisional invoices, and be prepared to work with the Committee promptly to resolve concerns over any charges and revise the invoice before it is sent out
    • Share all relevant information with the Committee to allow monitoring of their performance vis-a-vis issues and satisfaction as to actions taken
    • Attend the A.G.M. and at least one S.G.M. per year.


  • There will be an Annual General Meeting, at which all members may attend, held within thirteen months of the previous A.G.M. At this meeting, the Committee will report on its work, and resign. Each member of the previous Committee will be eligible for re-election, excepting that no member may hold the same post of Officer for more than two consecutive years. Such Officers may stand again for the same post in subsequent years.
  • The A.G.M. shall elect new Committee members, ask about the work during the year, vote on recommendations, and vote on any amendments to this constitution.
  • The Secretary will arrange for the meeting to be called, as per the stipulations in the common deeds. Specifically the meeting should be held at a reasonably convenient time (excepting Saturdays, Sundays and public holidays), at a place and time notified to all proprietors in writing at least 14 days in advance.
  • The A.G.M. shall be held in a place, which is reasonably convenient for members to attend, and at a suitable time, and attempts should be made to ensure that disabled people can easily gain access to the meeting.


  • A Special General Meeting (S.G.M.), open to all members, may be held at any time, as per the stipulations in the common deeds. Specifically 25 proprietors may choose to hold a meeting, under the same conditions as the A.G.M.
  • The Secretary must find out from the members requesting the S.G.M. what matters they want to discuss and include these matters in the agenda sent out with the time and place notice.


  • This Constitution can only be altered at an A.G.M. or at a S.G.M.
  • Any suggested changes to the Constitution should be handed to the Secretary at least 7 days before the A.G.M. or S.G.M.
  • Changes to the Constitution must be agreed by at least two thirds of the members present at the A.G.M. or S.G.M.


  • The Committee may be dismissed by a motion at an A.G.M. or S.G.M., as long as it is agreed by at least two thirds of the members present. In such an instance, a motion to instate a replacement Committee must be immediately considered.
  • The Committee may vote to dissolve itself, as long as it is agreed by at least two thirds of the Committee members. In such an instance, the Secretary must arrange for a S.G.M. to be called within 3 months, with an agenda item to instate a new Committee.
  • If the Committee is dismissed at a meeting, a new Committee must be appointed at the same meeting, with the following provisos:
    • members may propose a motion to prevent any dismissed Committee member from being eligible to stand for re-election to the replacement committee. Such a motion must be agreed to by at least two thirds of members present to be binding.
    • Otherwise, all members of the previous committee may stand for re-election.
  • If agreement on a new Committee cannot be reached at the meeting where the committee was dismissed, a subsequent meeting should be called within 3 months to instate a new committee. At the subsequent meeting, the same conditions on the eligibility for re-election of dismissed members shall apply.


  • At any General meeting or any Committee meeting any member may make a proposal. In order for it to be voted on by other members it should be seconded, or supported by someone else. If the proposal is made and seconded then the meeting must discuss it and must vote on it.
  • Only Committee members present at a Committee meeting may vote on issues under discussion.
  • Before voting any member may propose an amendment which must be seconded or supported. If an amendment is seconded or supported and a majority of those members present vote to support the amendment then the amended proposal becomes the one under debate and the original proposal fails.
  • For voting on proposals and amendments a simple majority is sufficient to carry it through.
  • At any meeting, members shall at all times conduct themselves in a reasonable manner, and be asked to leave the meeting if they contravene reasonable standards of behaviour or the aims of the Association.
  • Members shall at all times act in a reasonable manner when on any premises owned or used by the Association and shall be excluded from these premises if they fail to behave in such a manner.
  • Any member felt to be acting in an unreasonable manner at a meeting or in such a manner so as to contravene the aims of the Association will be asked to leave by a majority of those present at the meeting.
  • If any one is asked to leave a meeting following the majority, but fails to do so, the Chair of the meeting will close the meeting immediately and any unfinished business will be discussed at the following meeting. If this unreasonable behaviour occurs at an A.G.M. or a S.G.M. then the meeting should be closed and a new General meeting called by the Secretary within 4 weeks.
  • The Committee may at any time by resolution of not less than two thirds of the members present at a Committee Meeting called to consider the case, determine that a Committee member the continuance of whose appointment will, in their opinion, be prejudicial to the interests of the Association shall be suspended from their appointment. If the Committee shall so determine, the member shall be suspended from their appointment for such period as the Association may in its discretion deem expedient and the Secretary shall notify the member concerned in writing of their suspension. No suspension passed under the provision of this Rule shall have any validity unless the member shall have had a reasonable opportunity of attending the meeting called to consider the case and of being heard in their defence.

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