Marine Wharf East Tenants' Association Constitution

1. Overview

1. The association shall be called the Marine Wharf East Tenants' Association (the ‘Association’).
2. The Association shall be governed by this constitution.
3. This constitution does not create any contractual rights or obligations or any agency relationship between any Member, Associate Member and/or officer of the Association.

2. Objects

The objects of the Association are:

• to represent the Leaseholders on matters of common interest;
• to exercise the rights conferred on the Association under the Landlord and Tenant Act 1985 and any statutory rights conferred by any subsequent enactment;
• to consult with the Freeholder and/or its managing agent;
• to preserve and improve, where required, the amenities enjoyed by Leaseholders;
• for the purpose of the foregoing, to assist with the instruction of solicitors, counsel, surveyors, engineers, accountants and other professional or qualified persons to advise the Association where appropriate and reasonable; and
• to do such other things, ancillary to the preceding objects, as may seem desirable to the Association.

3. Members

1. In this constitution, a ‘Leaseholder’ means a lessee (including assignees, and sub-lessees and under-lessees with a term of more than seven years) under any residential lease of part of the land on the south side of Plough Way, London with Land Registry title number TGL374709 (‘Marine Wharf East’) granted by the freehold owner for the time being of that land (the ‘Freeholder’), who at the date of the adoption of this constitution is Quickdrop Limited (company registration number 04884445).
2. In this constitution, the word ‘Member’ shall mean a Leaseholder who has joined the Association pursuant to article 3.3, and ‘Membership’ shall be construed accordingly.
3. A Leaseholder will become a Member following the submission of an application to join the Association and subsequent agreement to this constitution. Only one Membership will be granted per unit and, where a unit has multiple Leaseholders, all of those Leaseholders will be treated as a single Member. Corporate/investor Leaseholders are entitled to one Membership per unit.
4. The Association may admit a resident of Marine Wharf East (including an individual(s) party to an Assured Shorthold Tenancy Agreement and who is not a Leaseholder) as an associate member of the Association (‘Associate Member’), and ‘Associate Membership’ shall be construed accordingly. Associate Members shall have the right to attend and speak at any general meeting of the Association but not to vote. Associate Members shall not count towards quorum for the purposes of article 6.
5. The Freeholder, its representatives, its group companies and its agents are not eligible for Membership, nor Associate Membership.
6. A Member shall cease to be a Member:
   • upon ceasing to be a Leaseholder; or
   • upon written notice to that effect to the secretary of the Association.
7. A copy of this constitution and, any amendments made from time to time, shall be made available to each Member.

4. Elections

1. At each annual general meeting (‘AGM’), the Members shall elect a committee comprising not fewer than four Members and up to six other Members or Associate Members (the ‘Committee’). The existing Committee (if applicable) shall be deemed to have resigned but shall be deemed to be re-elected (if willing to act) in the absence of sufficient nominees.
2. The Committee is empowered to fill any casual vacancy occurring on the Committee and any person so appointed shall serve until the next AGM.
3. Unless the chairperson otherwise decides, no person shall be nominated for membership of the Committee unless at least seven days prior to the AGM, written notice of his or her nomination is given to the secretary, save that existing members of the Committee shall be deemed to be duly nominated unless notice of withdrawal is given to the secretary.
4. At each AGM the Members may elect up to two Members (not being members of the Committee) to act as auditors, in any financial year in which the Association holds funds or an entrance fee or subscription fee is levied. The auditors may attend Committee meetings as observers and the Committee shall give seven days' notice of any such meeting to the auditors.

5. Officers and Duties

1. The Committee shall be responsible for the administration and management of the Association.
2. The Committee shall conduct the business of the Association in the best interests of Members. The Committee shall meet at least once every six months and as may be required from time to time pursuant to the provisions of this constitution.
3. The Committee shall elect a chairperson (who shall be chairperson of the Association and remain such until a new one is elected), a vice-chairperson, a secretary and a treasurer from the members of the Committee. The same person may serve as both secretary and treasurer.
4. The secretary shall keep and make available for inspection electronically whenever requested by a Member:
   • a record of the business transacted at general meetings; and
   • copies of all written communications and notes of all oral communications to and from the Freeholder and its agent.

6. Meetings

1. The first AGM shall be held within three calendar months of the date of adoption of this constitution.
2. Thereafter an AGM shall be held each year in the month of April and the secretary shall serve 14 days' notice in writing of the AGM to every Member and Associate Member by email.
3. At each AGM, the chairperson shall give a report of the Association's work over the past year.
4. The Committee or a group of not less than 15% of Members may call a special general meeting by written request to the secretary with a description of the matter(s) to be considered at the meeting. Upon receiving a valid request, the secretary shall serve 14 days' notice in writing of a general meeting to every Member and Associate Member by email. The notice shall indicate in general terms the matter(s) to be considered at the meeting.
5. At any general meeting of the Association, 15% of the Membership shall constitute a quorum, and if a quorum is not present, the meeting shall be adjourned. No resolutions shall be passed and no business shall be conducted at any inquorate meeting.
6. For the purposes of article 6.5, a Member who has authorised another person to vote by proxy under article 6.12 shall count towards the quorum (regardless of whether that other person is also present in his or her own capacity as a Member or is voting by proxy on behalf of multiple Members), provided that there are at least five Members present who are not voting by proxy.
7. Any Member who wishes to move a resolution at a general meeting must give 10 days' notice in writing to the secretary, unless the chairperson otherwise admits the resolution at the meeting. The chairperson may not so admit resolutions to amend this constitution or to dissolve the Association.
8. A notice containing all resolutions and nominations to be moved, with the names of those proposing each resolution or nomination, shall be served by email on the Members seven days before each general meeting by the secretary and thereafter kept and made available by the secretary for inspection electronically by any Member for seven days before each general meeting.
9. All Members and Associate Members shall have the right to speak at any general meeting, subject to reasonable time limits determined by the chairperson.
10. All Members shall have the right to vote on any resolution at any general meeting.
11. Any Member entitled to vote may demand a poll which shall be taken forthwith.
12. Any Member entitled to vote may authorise in writing (such authority to be satisfactory to the chairperson) another person to vote on his behalf (‘by proxy’).
13. Save where otherwise stated in this constitution, all decisions at general meetings shall be taken by a simple majority of Members present in person or by proxy.
14. In the event of an equality of votes on any resolution the chairperson shall have the casting vote (in addition to any votes he or she is entitled to in respect of his or her unit(s)).
15. Meetings may be held in person or by video conference at the discretion of the secretary, acting reasonably.
16. The chairperson and vice-chairperson may, acting jointly, remove from a general meeting any person who, in their reasonable opinion, is disrupting the meeting provided that that person has first been given a verbal warning and a reasonable opportunity to comply.

7. Entrance and Subscription Fees

1. At the date of the adoption of this constitution, there is no entrance fee or annual subscription fee payable by Members. The Committee may charge an entrance fee or annual subscription fee if necessary to cover the costs and expenses of the Association provided that any such fee is first approved by a resolution of the Association passed in a general meeting.
2. Any such resolution shall specify the means by and the purposes for which the funds will be held and may grant to the Committee any associated powers (e.g. to spend the funds) and impose on the Committee any associated duties or responsibilities (e.g. to prepare and maintain a statement of accounts).

8. Alteration of Rules

This constitution may be amended by a resolution of the Association in general meeting passed by a majority of at least two-thirds of the Members present in person or by proxy, provided that the proposed amendment was appended to the 14 days' notice of a general meeting to be provided to all Members under article 6.2 or article 6.4.

9. Complaints

All complaints or suggestions on matters regarding the Association shall be made to the secretary in writing. Complaints and suggestions should not be anonymous unless exceptional circumstances apply. The secretary shall relay such complaints and suggestions to the Committee.

10. Data Protection

1. The Committee shall process all personal data collected from prospective and current Members and Associate Members in accordance with the Data Protection Act 2018 and any other data protection legislation in force from time to time.
2. Members and Associate Members consent to the processing of their personal data by the Committee solely for purposes reasonably connected to the objects of the Association.

11. Dissolution

1. The Association may be dissolved if the Association in general meeting so resolves by a majority of at least two-thirds of the Members present in person or by proxy or if the number of Members at any time falls below five and the Committee so resolves.
2. On such dissolution, final accounts to the date of dissolution shall be provided to all members, and any balance of the funds of the Association shall be distributed equally between the Members (who are not in arrears with their entrance fee or subscription fees, if any) or shall be paid to a suitable charity if so resolved in general meeting prior to dissolution.

12. Signatories

Original Signatories (22 February 2021)

1. Kin Long Cheung
2. Andrea Lari and Madalena da Conceição João
3. Justin Lai and Cheryl Lai
4. Matthew Randall
5. Martijn Reekers
6. Paul Kyne
7. James Walker and Martha Walker
8. Amy Chaudakshetrin and Nicholas Chaudakshetrin
9. Pau Figueras Barnera
10. Martina Zuccarella and Alessandro Mucciante
11. Michael Zafiris Zafiropoulos and Sheetal Birtharthee
12. Nachette Pannen
13. Flavia Cunha Faria Takahashi and Rafael Takahashi Christovam
14. Mark Grooby and Maricel Grooby
15. Ian Mark Stocker
16. Gerard Luis
17. Alexey Gadyukov and Lauren Tedaldi
18. Alexandru Senciuc and Irene Pluchinotta
19. Gwendoline Pui Yee Wong
20. Thomas Noble and Elsa Haj Houssain

Subsequent Signatories

21. Antoine David
22. Ateesh Srivastava and Anshika Narula
23. Adeel Mushtaq
24. Samuel Chue
25. Matthew Simmons
26. Sergejs Smirnovs and Daria Lychagina
27. An Le
28. Show Jen Hsieh
29. Van Ha Phung
30. Ha Thanh Le
31. Giedre Mickute
32. Regina Suleymanova
33. Florie Lhuillier
34. Harry Mangion and Bethany Topham
35. Nadaraj Pillay Veerasamy
36. Pritish Palimar, Prasad Palimar, Shobha Palimar
37. Kam Kuen Law; So Fun Ng; Ho Chung Law