Social Enterprise Constitution

1) Summary

Luma Works are the publishers of Storytime magazine, launched in September 2014.

Storytime has been launched to give the UK its only story magazine for children; a magazine that can be accessed by families and schools to improve children’s literacy across the UK and change lives for the better

We want to encourage more parents to spend time reading with their children. Children who are read to have improved vocabulary, writing, spelling & reading skills, ultimately doing better in school and in life.

 

2) Objects

The Organisation’s objects (the Objects) are:

• To give parents and teachers a quality magazine option that actually helps to improve literacy – with no plastic toys, no adverts, just great content.

• To encourage more parents and guardians to spend time reading with and to their children. Children who are read to from a young age start school with a significantly greater vocabulary compared to their peers.

• Use the magazine format to create an accessible way of children and families enjoying stories together. Magazines are the most commonly read form of literature amongst children, particularly from disadvantaged backgrounds. They are familiar and not intimidating for new readers, especially those in crisis. Magazines arrive periodically with fresh information that is both timely and timeless. This can be habit forming, and indeed promote life-long reading habits.

• To work with schools, councils and other organisations to get Storytime into the hands of as many families as possible, to improve the literacy of children and parents from disadvantaged backgrounds, and to ultimately to improve the prospects and attainment of these children.

• To promote literacy as a powerful tool to tackle poverty. Illiteracy is a root cause of poverty. Children unable to read cannot do well in any school subject. Adults unable to read were once children who didn’t learn how.
3) Directors

The Directors of the organisation are:

Leslie Coathup who will also act as Treasurer
Luciana Mazzocco who will act as Chairperson
Maxine Stinton who will act as Secretary

 

4) Governance

The affairs of the organisation shall be controlled by the three Directors of the organisation.

The directors’ duties will be:

• To control the affairs of the organisation in accordance with the organisation’s Objects.

• To make decisions on the basis of a simple majority vote.

• To ensure that profits generated by the organisation are reinvested into furthering the objects of the organisation

• To keep accurate accounts of the finances of the organisation. These will be available for reasonable inspection.

 

5) Profit distribution

Any profit, income and assets generated by the company from Storytime magazine must be reinvested to further the objects of the organisation, to grow the enterprise and to increase its social impact. They are not permitted to be paid to Directors in the form of bonuses.

 

6) Annual General Meeting

The Annual General Meeting of the organisation shall be held not later than the end of December each year. 21 clear days written notice shall be given to Directors by circulating a copy of the notice to every member at their home address. Directors must advise the Secretary in writing of any business to be moved at the Annual General Meeting at least 14 days before a meeting. The Secretary shall circulate or give notice of the agenda for the meeting to Members not less than 7 days before the meeting.

The business of the Annual General Meeting shall be to:

• Confirm the minutes of the previous Annual General Meeting and any General Meetings held since the last Annual General Meeting.

• Receive the audited accounts for the year and discuss them with the other Directors.

• Receive the annual report from the Secretary.

• Elect the Officers of the organisation

• Transact such other business received in writing by the Secretary from Members 14 days prior to the meeting and included on the agenda.

Special General Meetings may be convened on receipt by the Secretary of a request in writing from not less than 2 Directors of the Organisation. At least 21 days notice of the meeting shall be given.

Nomination of candidates for election of Officers shall be made in writing to the Secretary at least 14 days in advance of the Annual General Meeting date.

At all General Meetings, the chair will be taken by the Chairperson

Decisions made at a General Meeting shall be by a simple majority of votes from Directors attending the meeting.

Each Director of the Organisation shall be entitled to one vote at General Meetings.

 

7) Dissolution

If at any General Meeting of the organisation, a resolution be passed calling for the dissolution of the organisation, the Secretary shall immediately convene a Special General Meeting of the organisation to be held not less than one month thereafter to discuss and vote on the resolution.

If at that Special General Meeting, the resolution is carried by majority vote, Directors shall thereupon, or at such date as shall have been specified in the resolution, proceed to realise the assets of the organisation and discharge all debts and liabilities of the organisation.

After discharging all debts and liabilities of the organisation, the remaining assets shall not be paid or distributed amongst the members of the organisation, but shall be given or transferred to some voluntary organisation having similar objects to those of the organisation.

 

8) Alternations to the constitution

Any proposed alterations to the organisation Constitution may only be considered at an Annual or Special General Meeting, convened with the required written notice of the proposal. Any alteration or amendment must be proposed by a Director of the organisation. Such alterations shall be passed if supported by a majority vote at the meeting.