CONSTITUTION

(September 2008)

1 NAME OF THE SOCIETY

The full name of the society will be the “Commonwealth Council for Educational
Administration and Management”. Hereafter the name will be abbreviated to CCEAM.

2 STATUS

2.1 CCEAM is a non-governmental organisation established within the Commonwealth to serve professionals in educational administration,  management and leadership worldwide.

2.2 The working language is English.

3 PURPOSES

The purposes of the CCEAM shall be:

3.1 through gender equity, to foster close links and exchanges among individuals and associations concerned with the improvement of educational administration, management and leadership.

3.2 to encourage, in the Commonwealth and more widely, the development of national associations for educational administration, management and leadership.

3.3 to organise and support regional and international conferences on various aspects of educational administration, management and leadership.

3.4 to work with national associations to promote international understanding and collaboration.

3.5 to facilitate and disseminate knowledge about research and practice in educational administration, management and leadership and

3.6 to encourage high standards in the study, practice and preparation of educational administrators, managers and leaders.

4 MEMBERSHIP

4.1 Types of membership

(a) Membership of the CCEAM will normally be through individual financial
membership of a national professional association within the Commonwealth
where that professional association is affiliated to the CCEAM.

(b) Memberships will comprise individual financial memberships within affiliated
organisations, individual memberships and life memberships.

4.2 Eligibility for Membership

(a) Affiliated organisations in Commonwealth countries

A national educational administration, management and leadership association,
or other professional body for educational administrators, managers and leaders, may apply for affiliation to the CCEAM. That organisation will be admitted formally if its constitution coheres with the objects of the CCEAM and if its members are offered compulsory or optional CCEAM membership through the
national association or professional body.

(b) Individual memberships

Individual memberships of CCEAM are open to any person with an interest in
the practice and/or study of educational administration, management and
leadership who does not reside in a Commonwealth country or a Commonwealth country without an affiliated membership.

(c) Life members

The Board of CCEAM may bestow a life membership on any member who is
deemed to have provided a high level of service to the CCEAM or for other
reason as may be agreed by the Board. The life member will have all rights and
obligations as an individual member except that the life member will not be
required to pay any further subscription.

4.3 Modes of Ceasing to be a Member

(a) Individual members may resign at any time by notifying in writing the
Treasurer/Business Manager of the CCEAM or the Treasurer or other designated
person within the affiliated organisation in line with requirements of that
organisation.

(b) Membership may be cancelled by an affiliated organisation or the CCEAM Board where a member fails to pay the annual subscription within a reasonable time.

(c) The CCEAM Board may cancel a member's membership where that member has acted to bring the CCEAM into disrepute.

(d) Where a country ceases to be a member of the Commonwealth CCEAM members who were part of any organisation affiliated to CCEAM at the time of cessation of Commonwealth membership may remain members of CCEAM at the
affiliated organisation subscription rate for up to seven years. Such members of past Commonwealth countries will have all rights, responsibilities and obligations of individual members.

Such period will cease at the Board meeting held at the CCEAM conference
closest to the end of the seven year period and within that seven year period.

(e) The CCEAM Board may cancel an affiliate's membership if that affiliate’s
Constitution fails to cohere with the objects of CCEAM. Such cancellation of affiliate status will be taken in a manner that does not disadvantage those current CCEAM members of the affiliate.

5 MEMBERSHIP BENEFITS

5.1 Members of CCEAM receive access to the CCEAM networks, advice from its officials, CCEAM reports and publications and invitations to conferences. The CCEAM may from time to time provide other benefits to members.

5.2 Members in arrears may not receive CCEAM services, participate in Annual or Special General Meetings or hold office, at the discretion of the Board.


6 OBLIGATIONS OF INDIVIDUAL MEMBERS AND AFFILIATED ORGANISATIONS

6.1 Individual members shall pay their subscriptions to CCEAM by the agreed date.

6.2 Affiliated organisations shall collect their members' CCEAM subscriptions for
transmission to the CCEAM and pay these by the agreed date.

6.3 Affiliated organisations shall provide an annual report to the CCEAM by such date as the Board may determine. This report shall include membership numbers, audited financial statements and activities in support of the CCEAM. Affiliated organisations may also be required to provide such membership information as is necessary for the despatch of CCEAM materials.

6.4 Individual members and affiliated organisations that fail to contribute financially to the CCEAM by their annual due date may have their membership or affiliation discontinued and may have to reapply for membership or affiliation.

7 FINANCES

7.1 Subscriptions

(a) Subscriptions to the CCEAM shall consist of such fees for the individual
memberships and/or individual memberships through affiliated organisations as
may be determined at the Biennial General Meeting or Special General Meeting.
Any change in subscriptions will apply to the subsequent year and must be
advised to membership within one month of the General Meeting.

(b) Membership subscriptions through national and professional associations may be varied by the CCEAM to take account of the different Gross Domestic Product of member states and to take account of the directed subsidies available to Commonwealth countries from The Commonwealth Foundation.

7.2 Annual financial statements

(a) It shall be the responsibility of the Treasurer/Business Manager to provide
annually for the Board an audited financial statement for the previous financial
year. A Budget shall be prepared for the Board for the following year.

(b) These documents shall be presented to the Biennial General Meeting or Special General Meeting and afterwards made available for affiliate organisations.

7.3 Financial year

The financial year for CCEAM shall end on 31 December.

7.4 Auditor

(a) An Auditor shall be appointed by the CCEAM at the General Meeting. The
Executive Committee may fill any casual vacancy in the office of Auditor.

(b) It shall be the duty of the Board to report annually to the members of the CCEAM whether the audited financial statements present a true and fair view of the state of the CCEAM's financial affairs.

7.5 Bank accounts

(a) All moneys received by the CCEAM shall be paid into such banking accounts

(b) Payments on behalf of the CCEAM shall be made by way of cheques that shall be signed by the Treasurer/Business Manager and at least one other member of the Executive as may from time to time be appointed for the purpose by the Board.

8 PERSONAL BENEFIT


8.1 No member of the CCEAM shall participate in or materially influence any decision made by the CCEAM in respect of the payment to or on behalf of the member of any income, benefit or advantage whatsoever.

8.2 Any such income paid shall be reasonable and relative to that which would be paid in an arms length transaction (being the open market value).

9 GOVERNANCE AND MANAGEMENT STRUCTURE

9.1 The CCEAM will be governed by a Board that shall determine policy.

9.2 The Board may elect an Executive Committee to implement Board policies and manage the affairs of the CCEAM between Board meetings.

9.3 A Secretariat may be established by the President to administer CCEAM’s daily operations.

9.4 The Board may establish subcommittees to perform specific functions as required.

10 CCEAM BOARD

10.1 Role of the CCEAM Board

The CCEAM will be governed by a Board consisting of members representing
organisations affiliated to the CCEAM.

10.2 CCEAM Board membership

(a) Affiliated organisations with more than 20 financial members shall be entitled to one seat on the Board with a usual maximum of one representative per nation state.

(b) Where an affiliated organisation has more than 200 financial CCEAM members that organisation shall be entitled to a second Board member; where this applies there shall be one male and one female.

(c) Where there is more than one affiliated organisation in a nation state the Board will determine whether representation will be one or two members.

(d) Members may resign at any time by notifying the Board in writing.

(e) If a Board member resigns the Board shall request a substitute member from the same constituency.

10.3 CCEAM Officials

(a) The Board shall include four Officials: a President, two Vice Presidents and the Immediate Past President.

(b) The President and one Vice President will be elected at a General Meeting with the term of office to begin at the start of the next financial year.

(c) One Vice President, who is domiciled in the same city or region as the President, will be appointed by the elected members of the Executive for the term of that President.

(d) The Board shall call for nominations for the two elected Officials from affiliated organisations, allowing at least three months notice prior to assuming the appointment. In the event that no nominations are received from the affiliate organisations, the Board will call for nominations at the Biennial Board Meeting.

(e) The term of office for all Officials shall be four years with no right of re-election or reappointment at the same post. At the end of his/her term, the President shall be the Immediate Past President.

(f) The election of Officials will be made by the Board members at the Biennial
Board Meeting. For those who are not present at the Biennial Board Meeting,
they may send their proxies.

(g) Where a Board member is elected as an Official the affiliated organisation that that Official represented will be entitled to another representative on the Board. This person will be selected by the affiliated organisation.

(h) In the event that the President can no longer fulfil his or her duties,

I. The elected Vice President will assume the role of the President until an
election can be held.

II. Resultant vacancies amongst officials may be filled by election from
within the remaining Board members until an election can be held.

10.4 Powers of the Board

(a) The Board, subject to approval of the Biennial General Meeting or a Special
General Meeting, may hold property and may enter into contracts and leases for
the use of property or other major assets.

(b) The Board may employ staff to expedite the business of the CCEAM.

(c) The CCEAM may publish and distribute such publications as the Board may
decide. The CCEAM may organise conferences, seminars, workshops and lecture
series or such other related activity as the Board considers appropriate. As far as practicable all CCEAM activities shall be financially self-supporting.

(d) The Board shall have such other powers as may be necessary for the
administration of the CCEAM. Such other powers may be delegated to the
Executive Committee by the Board.

10.5 Functional operation of the Board

(a) Chairs of subcommittees will be nominated by the Executive Committee and
approved by a vote of the Board.

(b) Subcommittees will be chaired by a member of the Board and may include other co-opted financial members of CCEAM.

(c) Board members shall provide active liaison with their affiliated organisations,
institutions and individual members and participate in the development and
implementation of CCEAM policies.

11 APPOINTMENT OF BOARD MEMBERS

11.1 It shall be the responsibility of affiliated organisations within the nation state to provide one or more names of Board members sufficient to fill the number of positions available subject to the provisions of the Constitution.

11.2 The CCEAM Board will accept the names put forward by the respective affiliated organisations in line with clause 10.2.

12 CCEAM EXECUTIVE COMMITTEE

12.1 Role of the CCEAM Executive Committee

(a) The Executive Committee will implement Board policies and manage the affairs of the CCEAM between Board meetings.

(b) This role will include coordinating the services delivered by subcommittees,
preparing and managing the annual budget and preparing policy proposals for
consideration by the Board. The Executive Committee will prepare proposals for
funding applications. The Executive Committee will also conduct the public relations of the CCEAM through attending and organising meetings of Commonwealth and international organisations, through writing about the
CCEAM and maintaining contact with members, institutions and professional
and national associations. It shall maintain membership and subscription records, process membership applications, establish bank accounts, and,  subject to ratification at the General Meeting of members, appoint auditors.

(c) The Executive Committee will initiate the organisation of the election of Officials of CCEAM in line with clause 10.3.

12.2 CCEAM Executive Committee membership

(a) The four Officials and up to two other Board members elected by the Board and no more than two additional financial members of CCEAM appointed by the
President shall comprise the Executive Committee.

(b) Where the CCEAM, through the Executive Committee, employs a
treasurer/business manager, this person will attend and report to meetings of the Executive Committee.

(c) All members of the Executive Committee will have full voting rights at Executive Committee meetings.

12.3 Functional operation of the Executive Committee

(a) The Executive Committee will decide its most appropriate modus operandi and working relationship in the light of geographical dispersion of members, their availability and their access to communication media.

(b) The President shall account to the Board for the implementation of policy.

(c) All decisions which have financial implications and/ or involve the creation or
cessation of any service must be discussed and agreed a priori by the Executive
Committee and be consistent with Board policy.

13 CCEAM SECRETARIAT

13.1 Role of the Secretariat

A Secretariat, where appointed, shall undertake administrative functions of the CCEAM and will be responsible for its records.

13.2 Membership of the Secretariat

(a) Membership of the Secretariat will be sufficient to operate the CCEAM on a day to day basis.

(b) Members of the Secretariat will be appointed by the President in consultation with the Executive Committee.

13.3 Functional operation of the Secretariat

The location and modus operandi of the Secretariat of the CCEAM shall be determined by the President in consultation with the Executive Committee.

14 MEETINGS OF THE BOARD AND EXECUTIVE COMMITTEE

14.1 Meetings of the Board and Executive Committee will be chaired by the President. If the President is not available the Executive will nominate one of the Vice-Presidents to act as chair.

14.2 A quorum of the Board and Executive Committee shall be in each case one more than one half of those entitled to vote.

14.3 Members of the Secretariat who are not Board or Executive Committee members will have no voting rights on those bodies.

14.4 Subject to meeting quorum requirements, decisions shall be taken by a simple majority of those present and entitled to vote.

14.5 At all meetings the President shall have both a casting and deliberative vote.

14.6 All Board members will be informed in advance of all meetings of the Board and Executive Committee and will be provided with minutes of all such meetings.

15 GENERAL MEETINGS OF THE CCEAM

15.1 Biennial General Meeting
(a) The Biennial General Meeting of the Council shall be held no later than 30
October.

(b) Biennial General Meetings shall receive the reports and audited accounts of the CCEAM, elect Officials, ratify the appointment of auditors for the ensuing term, provide advice concerning policy proposals before the Board, and give attention to decisions of the Board requiring ratification, such as changes to the Constitution.

15.2 Special General Meetings
(a) Special General Meetings of the CCEAM may be convened by the Board for the purpose of considering, and if necessary, taking action with reference to any motion or business of which due notice has been given.

(b) A Special General Meeting shall be convened by the Board upon a request in
writing addressed to the President, stating the grounds for such a meeting, and
signed by at least 30 members from at least three affiliated organisations.

(c) Written notice of the time and place so fixed for any Special General Meeting of the CCEAM and of the motions or business to be considered at such meeting
shall be given by the President to each affiliated organisation and individual
member in accordance with clause 16.1.

16 CONDUCT OF ANY GENERAL MEETING OF THE CCEAM

16.1 It will be the responsibility of the Executive Committee to ensure that the notice of any General Meeting, requests for nominees for the Board, invitations to submit agenda items for Board consideration and information on motions requiring general ratification is given to all affiliated organisations and individual members at least three months in advance of any such meeting.

16.2 The President, or a person designated by the Executive, shall chair any General Meeting.

16.3 There will be a quorum of 10 members, for a General Meeting of the CCEAM provided that at least five Commonwealth countries are represented within this group.

16.4 Proposals related to subscription rates, changes in policy or the Constitution may be given effect by a majority of the votes counted at the General Meeting provided all such proposals are circulated with the notice of meeting.

16.5 All financial members of the CCEAM shall be eligible to attend and vote at each General Meeting of the CCEAM.

16.6 Every motion properly put to the meeting shall be decided in the first instance by the chairperson on the voices. If, after any motion has been put, the chairperson considers it desirable, or any person present entitled to vote demands, that the motion be decided by a show of hands, a show of hands shall be taken on the motion and the chairperson shall declare the result accordingly.

16.7 Where a motion for a secret ballot is carried by a majority of members present and entitled to vote, a secret ballot will be held.

17 FELLOW OF THE CCEAM

17.1 The CCEAM may award a Fellowship to a financial member of CCEAM for meritorious service to the development of educational administration, management and leadership as a discipline in national and/or international settings and for contributions made to the CCEAM.

17.2 Fellowships must be proposed by at least three members of the CCEAM from at least two member countries.

17.3 A Fellowship proposal must be accompanied by a citation justifying the award.

17.4 Proposals for fellowships will be considered by a Fellowship Awards Committee comprising four Fellows and chaired by a member of the Executive Committee who is also a Fellow.

17.5 Fellows may use the letters FCCEAM.

18 WINDING UP

18.1 If upon the winding up or dissolution of the CCEAM there remains after the satisfaction of its debt and liabilities any property whatsoever, the same shall not be paid to or distributed among the members of the CCEAM but shall be transferred forthwith to such other organisation with aims similar to that of the CCEAM as may be approved by the CCEAM.

19 INTERPRETATION OF RULES

19.1 If any doubt shall arise as to the correct interpretation of any clause or section of a clause of this Constitution, the decision of the CCEAM Board thereon shall be final and conclusive provided such decision be reduced to writing and recorded in the Minute Book of the Board.

19.2 Between Board meetings the Executive Committee will determine any interpretation of any clause or section of a clause of this Constitution and will report accordingly to the Board.

20 ALTERATIONS TO RULES

20.1 Alterations or amendments to the Constitution may be made from time to time with the exception of clause 8 (Personal Benefit) and clause 18 (Winding Up). Such alterations and amendments shall be adopted only at a General Meeting of the CCEAM after the giving of due notice as required by this Constitution subject to the following conditions:

(a) Notice stating the general tenor of any proposed alterations or additions to this Constitution shall be given to affiliated organisations and individual members.

(b) The meeting may amend any such proposals but not to the extent that any such change substantially changes the intent of the notice of motion distributed earlier.