This handbook sets out clear expectations for committee roles, legal responsibilities, and the behaviours of highly effective teams. It reflects our commitment to good governance, inclusive practice, and continuous improvement — as outlined in our constitution, policies, procedures, and our volunteer Handbook.

Davenham Players Theatre Committee

🎭 Committee Mission Statement

The committee of Davenham Players operates the theatre as a space for fun, enjoyment, and artistic expression—bringing people together through performance and community.

While we are a not-for-profit organisation, we recognise the need to run the theatre with commercial awareness and financial discipline. As a committee, we have a legal duty to maintain the building, safeguard its future, and ensure that all operations are lean, efficient, and sustainable.

Our mission is to balance creativity with accountability, so that the theatre thrives for generations to come.

“A stage for fun, built on stewardship.”

🏛️ What Is a Non-Profit?

Davenham Players Theatre is a non-profit organisation, which means our primary purpose is not to generate profit for private individuals, but to serve a public good — in our case, fostering community, creativity, and inclusive participation in the performing arts.

However, non-profit doesn’t mean non-commercial. To keep our historic building open, safe, and welcoming, we must generate income through ticket sales, bar revenue, venue hire, and fundraising events. These commercial activities are essential to sustaining our mission — they allow us to pay bills, maintain facilities, and invest in future programming.

All surplus income is reinvested into the theatre’s charitable aims, not distributed to members or trustees. Operating commercially is not a contradiction — it’s a necessity. It’s how we turn passion into sustainability, and creativity into community impact.

👥 Committee Member Expectations

A quick guide to your role, responsibilities, and values

🧾 Membership

🔒 Be a paid-up member of Davenham Players.
This ensures voting rights and supports the Society’s sustainability.

📅 Meetings

🕒 Attend monthly meetings and the AGM.
If you can’t attend, please send apologies to the Secretary in advance.
✅ A quorum of 30% (minimum 4 members) is needed for decisions.
⚖️ The Chair holds a casting vote in the event of a tie.

🎯 Contribution

🎭 Support and promote the Society.
📦 Take on a responsibility or assist in a specific area if you feel able to do so, but remember the committee itself is a duty!

🔐 Confidentiality

🤐 Treat all committee business as totally confidential.
Respect sensitive discussions and uphold trust within the group. You should not be discussing committee business outside with anyone not on the committee.

🛡️ Commitment

💬 Stay engaged and active.
If over time you’re unable to contribute productively, it may be in the Society’s best interest for you to step down. This ensures fairness and continuity.

📚 Governance & Stewardship

📁 Follow Society policies and procedures.
🧾 Support good record-keeping — minutes, action logs, and financial reports protect the Society and its trustees.
🛡️ Our insurance relies on evidence of due diligence.

2. Committee Structure & Elections.

🧾 Committee Structure – Detailed Provisions

Composition: The committee consists of three officers—Chair, Secretary, Treasurer—and up to eight other members.
Trustee Oversight: Trustees are responsible for monitoring the committee’s work and ensuring alignment with the constitution. They also adjudicate on policy and complaints. See Trustee section later for more details.
Ex-Officio Trustees: The Chair, Secretary, and Treasurer automatically serve as trustees.
Sub-Committees: The committee may appoint sub-committees, which remain in office until the next AGM. These can co-opt suitable individuals until the AGM.
Committee’s Powers: The committee has authority over all matters not reserved for general meetings, including publishing rules and orders.

🗳️ Ballot & Election Procedures

Annual Retirement: All committee members and officers must retire annually but are eligible for re-election.
Nomination Requirement: Anyone wishing to join the committee must be a member and submit a signed nomination form to the Secretary before the AGM.
Election by Ballot: If more nominations are received than there are vacancies—and not enough nominees withdraw—then election is conducted by ballot.
Filling Vacancies: Any unfilled positions at the AGM or casual vacancies during the year may be filled by the remaining committee members.

Specific Roles

Each role carries specific duties, but all committee members share collective responsibility for the governance, safety, and sustainability of the Davenham Players. If appointed to the role there will be a Standard Operating Procedure (SOP) which sets out your core duties to ensure you don’t miss any!

Chair (Ex-Officio Trustee)

Leads meetings and sets strategic direction.
Ensures decisions are made democratically and documented.
Oversees compliance with legal duties (see later chapter).
Champions psychological safety and respectful behaviour. See chapter 5 for more information.

Vice Chair (best practise not mandated role)

~~Supports the Chair and steps in when needed.~~
~~Coordinates operational tasks and monitors progress.~~
~~Ensures action logs and minutes are followed up.~~
~~Acts as a bridge between volunteers and committee.~~

Secretary (Ex-Officio Trustee)

Prepares agendas and records minutes (AI tools like Copilot may assist).
Maintains records of all meetings, policies, and correspondence.
Ensures timely communication with members and external bodies.
Oversees data protection compliance (see later chapter) on conjunction with our Data Compliance Officer.
Applies for play licences
Maintains membership records.

Treasurer (Ex-Officio Trustee)

Manages finances, budgets, and bank accounts.
Prepares annual accounts for audit or independent examination.
Ensures financial transparency and compliance with charity law.
Oversees financial records for both Bar and FOH
Reports regularly to the committee on financial health.

Understudy for Officers (Best practise not mandared)

Shadows the Chair, Secretary or Treasurer to provide continuity of performance in the event of holiday or illness.
Assists with larger tasks and offers ongoing support as needed.

Learning Lead (best practise not mandated role)

Designs and delivers engaging induction, training, and development for volunteers and committee members.
Champions inclusive learning practices and psychological safety across all roles. •
Maintains up-to-date materials (e.g. handbooks, guides, policy explainers) and ensures accessibility.
Benchmarks best practice from other theatre groups and adapts learning tools to suit Davenham’s culture.

Committee Member

Actively participates in meetings and decision-making.
Takes on delegated tasks and contributes to working groups.
Upholds policies and promotes inclusive practice.
Engages in ongoing training and development.

Co-opted members

A co-opted member is an individual appointed by the committee or a sub-committee to join temporarily in a non-elected capacity, typically to fill a skills gap, support a specific project, or maintain continuity until the next Annual General Meeting (AGM).

Co-opted members:

Are selected for their expertise, availability, or contribution to a particular need.
May attend meetings and participate in discussions.
Do not have voting rights unless formally elected at the AGM.
Serve until the next AGM, at which point they may stand for election if eligible.

This flexible role allows the committee to bring in fresh perspectives or practical support without waiting for formal elections, while maintaining transparency and accountability.

🧩 Sub-Committees

Sub-committees are small working groups formed to focus on specific tasks—such as fundraising, marketing, or event planning—and operate outside of main committee meetings. They allow the society to tackle focused projects efficiently while maintaining transparency and alignment with the Society’s goals.

Each sub-committee must:

Be appointed by the main committee and continue until the next AGM or pre-agreed date for dissolution such as after the event they were formed to plan and deliver.
Include at least one elected committee member to ensure oversight and accountability.
Minute meetings for audit which detail what was discussed and next steps agreed/recommended.
Report regularly to the main committee, sharing updates, proposals, and outcomes.
Have the power to co-opt suitable individuals to support their work, pending formal election at the AGM.

Whatever your role, you were asked to join the committee because we value your insight and experience. We aim to work harmoniously for the benefit of all. Sometimes that means others with different experiences or a different view may not agree with you. That is ok – we will have a respectful discussion and agree next steps. This could be seeking out more information, guidance from an expert or putting the matter to a vote where the democratic decision is implemented.

To help us navigate these discussions, in this as a committee we use a feedback model called Radical Candor. See chapter 5 for more information.

3. Legal Duties & Governance Standards

All committee members must understand and uphold the following:

Health & Safety Oversight
Ensure safe working conditions for volunteers and audiences. Risk assessments must be reviewed annually.
Reference: HSE – Managing for Health and Safety
Data Protection Compliance
Handle personal data lawfully, securely, and transparently.
Reference: ICO – Leadership and Oversight
Annual Accounts & Financial Reporting
Submit accounts for independent review and ensure they are independently examined or audited.
Reference: GOV.UK – Charity Reporting and Accounting
Safeguarding & Inclusion
Follow policies outlined in the Volunteer Handbook. All committee members are responsible for creating a safe and inclusive environment.

As committee and trustees of Davenham Players Theatre, we are collectively responsible for acting with due diligence in all aspects of governance and decision-making. This duty is not only a legal requirement under charity law, but also a condition of our insurance cover. Our insurers expect us to demonstrate responsible oversight through accurate records of meetings, action logs, financial accounts, and compliance checks. These documents form the audit trail that protects both the Society and individual trustees — showing that decisions were made transparently, risks were considered, and policies were followed. Good record-keeping isn’t just admin; it’s a safeguard, a proof of care, and a cornerstone of our accountability.

4. Policies & Audit

We have a comprehensive range of policies which govern how we operate from those we need to have for legal reasons – like the finance policy or Health and Safety to those which we choose to have to ensure the theatre thrives through joy, duty, and discipline.

The policies must be reviewed on a regular basis to ensure that they continue to meet our requirements and adhere to any legal or regulatory changes.

A schedule of these reviews is planned annually at the AGM and circulated with minutes as agenda items from the Secretary.

5.Competence & Training

We expect all committee members to:

Attend induction and refresher training annually.
Demonstrate competence in their role through action and accountability.
Where appropriate we encourage using modern tools (e.g. Excel spreadsheets, Copilot) to support efficiency:
- Drafting minutes and agendas
- Creating action plans and logs
- Monitoring theatre usage and ticket sales
- Supporting policy reviews and updates.

6 Skills & Behaviours of Highly Effective Teams

We commit to:

Psychological Safety – Create space for all voices.
Accountability – Follow through on commitments.
Curiosity – Embrace learning and feedback.
Respect – Value diverse perspectives and lived experience.
Radical Candor – Speak honestly and kindly.

What Is Psychological Safety?

Psychological safety means people feel safe to speak up, ask questions, admit mistakes, or share ideas — without fear of being embarrassed, ignored, or punished.

In a committee, it’s the difference between someone saying, “I’m not sure how to do this — can you show me?” versus staying quiet and hoping no one notices. Or “I don’t think we’ve fully explored all the different approaches we could take to this issue” versus staying quiet and hoping someone else will offer a challenge, or a suggestion.

When psychological safety is strong, people trust each other, take creative risks, and feel valued — even when things go wrong.

It’s not about being soft or avoiding conflict — it’s about creating a space where honesty and learning can thrive.

Accountability — Doing What You Say, When You Say It

Accountability means following through on commitments — doing what you’ve agreed to do, by the time you said you’d do it. In a volunteer-led organisation like ours, this isn’t just about good manners or team spirit; it’s about trust, consistency, and keeping the show running smoothly. When committee members take ownership of tasks, communicate clearly, and meet deadlines, we avoid bottlenecks, burnout, and confusion. It’s not about perfection — it’s about reliability.

Accountability also links directly to our legal duties. As committee members, we are collectively responsible for health and safety oversight, data protection compliance, financial reporting, and safeguarding. These aren’t optional extras — they’re statutory obligations under UK law.

Staying aware of what needs to be done, keeping records, and ensuring tasks are completed on time protects our volunteers, our reputation, and our ability to operate. If in doubt, ask. If behind, speak up. The goal is progress, not punishment — but silence and delay put everyone at risk.

Curiosity — Ask, Challenge, Understand

Curiosity is not just welcome here — it’s essential. We expect and encourage everyone to ask questions, challenge assumptions, and keep probing until things make sense. Whether it’s a policy, a process, or a decision, clarity matters more than quiet compliance.

If something feels unclear, inconsistent, or incomplete, speak up. This isn’t about being difficult — it’s about being diligent. Curiosity helps us spot risks early, improve how we work, and make sure everyone understands not just what we’re doing, but why. It’s how we learn, how we grow, and how we stay accountable to each other and to the community we serve.

Respect — Everyone Matters, Every Time

Respect is the foundation of everything we do. It means treating every person — volunteer, audience member, trustee, or child — with dignity, fairness, and care.

We listen without interrupting, speak without belittling, and act without bias.

Respect isn’t just about being polite; it’s about recognising each other’s boundaries, contributions, and lived experiences. It’s how we build trust, foster inclusion, and create a space where everyone feels safe to participate and belong.

This principle runs through all our policies — from safeguarding and inclusion to speak-up procedures and disciplinary action. Disrespectful behaviour, whether subtle or overt, undermines our values and will be addressed. We expect volunteers to challenge disrespect when they see it, and to model respectful conduct in every interaction. It’s not about hierarchy — it’s about humanity. Respect is how we honour the community we serve and the legacy we’re building together.

What Is Radical Candor?

Radical Candor is a feedback model that helps people be both honest and kind. It’s about saying what needs to be said — clearly and directly — while showing you care about the person you’re speaking to. Imagine telling someone:
“I really appreciate your energy and enthusiasm on this topic, but we need to talk about how your negative comments when others contribute a different view affect the rest of the team.”

That’s radical candor: you’re not sugar-coating the issue, but you’re also not attacking the person. You’re being real, and respectful. It helps teams avoid two common traps:

• Ruinous empathy (being nice but never honest)

• Obnoxious aggression (being blunt but uncaring)

Radical candor builds trust, improves performance, and keeps things moving — especially in creative, collaborative spaces like ours.

If this is a new concept to you, there’s a video to help you by the author Kim Scott (you will need to skip through the ads) and a short learning course will be available as part of committee upskill.

🎭 Committee Role SOPs

Purpose: To define governance standards, responsibilities, and operational tasks for key committee roles, ensuring accountability, continuity, and inclusive leadership.

These SOPs are minimum requirements – other tasks may need to be added over time.

They should be reviewed annually after AGM when handing on the baton for the roles or on being re-appointed.

For committee meetings to proceed and decisions to be valid, a quorum of 30% is required — meaning at least four members must be present out of a total of eleven. In the event of a tied vote, the Chair holds the deciding vote, ensuring that decisions can be resolved fairly and efficiently.

🧑‍⚖️ Chair SOP

Governance Standards:

Uphold the Charity Commission’s trustee duties: compliance, prudence, and duty of care.
Foster psychological safety and inclusive participation in all meetings.
Ensure decisions align with Davenham Players’ charitable objectives and policies.

Core Responsibilities:

Chair committee meetings with fairness, structure, and timekeeping.
Set agendas in collaboration with the Secretary and ensure papers are circulated in advance.
Lead on strategic planning and policy oversight.
Act as spokesperson for the society when required.
Support conflict resolution and uphold the Code of Conduct.
Ensure each meeting is quorate before any vote can be agreed.

Tasks to be Completed:

Approve agendas and minutes before circulation.
Ensure annual review of policies and risk register.
Ensure we provide committee and trustee induction and mentoring.
Sign off key documents (e.g. funding bids, licensing forms).
Monitor legal, regulatory, and insurance requirements relevant to the Society — including licensing, health and safety, and compliance duties — and ensure our actions remain aligned.

What This Means in Practice:

The Chair ensures meetings run to time, all voices are heard, and decisions are clearly summarised.
They follow up on agreed actions and check that policies are being lived, not just filed.
They model respectful behaviour and intervene if discussions become unsafe or exclusionary.
They help members and trustees link day-to-day decisions to the society’s long-term goals.

📝 Secretary SOP

Governance Standards:

Maintain accurate records of all meetings and ensure transparency.
Support legal compliance with reporting and documentation.
Enable smooth communication across the committee and wider membership.

Core Responsibilities:

Prepare and circulate agendas, minutes, and meeting papers.
Ensure sub-committee documentation is filed centrally.
Maintain the committee calendar and key deadlines (e.g. AGM, licensing renewals).
File annual returns and trustee updates with the Charity Commission.
Manage correspondence and document storage (digital and physical).
Ensure play licences are purchased for each performance.
Manage play adjudication membership.
Maintain membership records for the Society.

Tasks to be Completed:

Draft and distribute committee minutes within 7 days of meetings.
Maintain up-to-date contact list of trustees and volunteers.
Ensure GDPR compliance in record-keeping.
Archive signed policies and decisions securely.
Ensure policies are uploaded to the website.

What This Means in Practice:

Every committee and sub-committee meeting must be minuted and stored.
Minutes should reflect the topic discussed, key points debated, and the agreed next steps — not just decisions.
The Secretary ensures that all trustees receive papers in good time and that records are accessible and secure.
They act as the memory of the organisation, ensuring continuity and clarity.

💰 Treasurer SOP

Governance Standards:

Ensure financial integrity, transparency, and compliance with charity law.
Maintain clear records of income, expenditure, and reserves to demonstrate sound financial stewardship.
Support inclusive financial decision-making and reporting.

Core Responsibilities:

Maintain accurate financial records and reconcile accounts monthly.
Prepare financial reports for committee meetings and the AGM.
Oversee budget planning and monitor cash flow.
Ensure Gift Aid compliance and submit claims.
Liaise with bar manager and event leads for income tracking.

Tasks to be Completed:

Submit annual accounts to the Charity Commission.
Maintain a financial controls log (e.g. bar takings, bar stock take, ticket sales).
Ensure dual authorisation for payments where required.
Provide financial induction for new committee members.

What This Means in Practice:

The Treasurer ensures all income and expenditure is documented — even informal takings like donations or bar sales.
They follow up with event leads and the bar manager to reconcile figures and maintain a clear audit trail.
They present financial updates in plain English, using visuals where helpful, and invite questions.
They flag risks early and help the committee make informed decisions.

🧩 Sub-Committee SOP

Our sub-committees are:

Marketing
Planning and Programming
Fund-raising
Policies (tba)

Governance Standards:

Each subcommittee has a Chair.
Operate within delegated authority and report to the main committee.
Ensure decisions align with Davenham Players’ policies and values.
Promote inclusive participation and transparency.

Core Responsibilities:

Deliver specific projects or functions (e.g. events, building management, safeguarding).
Maintain meeting records and share updates with the main committee.
Consult relevant policies before making decisions.
Escalate risks or concerns promptly.

Tasks to be Completed:

Elect a lead or coordinator for the sub-committee.
Keep a shared meeting record, action log, and timeline.
Submit written updates to the main committee monthly or as agreed.
Review relevant SOPs and policies annually.

What This Means in Practice:

Sub-committees must minute their meetings, even if informal.
Minutes should include who attended, what was discussed, and what actions were agreed.
The sub-committee lead ensures updates are shared with the main committee and that decisions stay within scope.
They create a welcoming space for volunteers and ensure everyone understands their role.

An accessible summary Constitution of Davenham Players Theatre,

Written for committee members and volunteers who may not be familiar with legal documents. It explains what the constitution is, what it means in practice, and highlights how it supports the best practices outlined in your Committee Handbook.

📜 Davenham Players Constitution: What It Means and Why It Matters

🧾 What Is the Constitution?

Appendix 1 of the Committee Handbook contains the legal constitution of Davenham Players Theatre. This is a formal document that sets out the Society’s purpose, structure, and rules. It’s legally binding and registered with the Charity Commission — meaning it cannot be changed without formal approval and must be followed by all trustees and committee members.

Think of it as the Society’s rulebook: it defines who we are, how we operate, and what we’re allowed to do.

🔍 What It Says (In Plain English)

Here’s a simplified breakdown of key sections:

1. Name and Objectives

– We are Davenham Players Theatre, a registered charity.

– Our purpose is to promote drama and the performing arts for public benefit.

✅ Supports best practice by keeping our mission front and centre in all decisions.

2. Membership

– Open to anyone interested in drama and theatre.

– Members must pay subscriptions and follow Society rules.

✅ Supports inclusion and transparency in how people join and participate.

3. Management Committee

– The Society is run by a committee of up to 11 elected members.

– Roles include Chair, Secretary, Treasurer, and others as needed.

– Committee members are elected annually at the AGM.

✅ Aligns with our SOPs for role clarity, induction, and accountability.

4. Meetings and Voting

– Committee meetings must be held regularly.

– A quorum of 30% (at least 4 members) is needed to make decisions.

– The Chair has a casting vote in the event of a tie.

✅ Supports our governance standards around decision-making and quorum.

5. Finance

– All money must be used to support the Society’s aims.

– Accounts must be kept and presented at the AGM.

✅ Reinforces your financial controls policy.

6. Property and Trustees

– The building and assets are held in trust for the Society.

– Trustees must act responsibly and in line with charity law.

✅ Supports your emphasis on due diligence, insurance, and safeguarding.

7. Dissolution

– If the Society closes, remaining assets must be donated to a similar charitable organisation.

✅ Ensures charitable integrity even in closure.

🛡️ Why It Matters for Governance

This constitution is more than paperwork — it’s the legal foundation that protects the Society, its members, and its trustees. It ensures:

– Decisions are made fairly and transparently

– Roles and responsibilities are clearly defined

– Money is managed properly

– The Society stays true to its charitable purpose.

By following the constitution and documenting our actions (e.g. minutes, accounts, policies), we show due diligence — which is essential for insurance, legal compliance, and public trust.

Appendix 1:

The Davenham Players Constitution

Title

1. The Society shall be called “THE DAVENHAM PLAYERS”.
2. The object of the Society is to entertain and educate the public in the dramatic and operatic arts and to further the development of public appreciation and taste in the said arts: and in furtherance of this object, but not otherwise, the Society through its management committee shall have the following powers:-
a) To promote the Performing Arts and the Arts in general.
b) To purchase, acquire and obtain interests in the copyright of or the right to perform or show any such dramatic or other work.
c) To purchase or otherwise acquire plant, machinery, furniture, fixtures, fittings, scenery and all other necessary effects.
d) To raise funds and invite and receive contributions from any person or persons whatsoever by way of subscription, donation and otherwise; provided that the Society shall not undertake any permanent trading activities in raising funds.
e) To do all such other things as shall further the objects of the Society
f) To acquire and dispose of freehold or leasehold property whether by sale, purchase, lease, exchange or otherwise and to mortgage or charge the same to be used in connection with the objects of the Society and to appoint Trustees to act as nominees for the Society in connection with any of the aforementioned objects and to deal with such property as so directed by a majority of members present at a duly convened meeting of the Society as such meeting shall determine: a certificate signed by the Chairman for the time being of the Society or the Chairman of that meeting shall be conclusive evidence in favour of persons dealing with the Society that the requirements of this clause have been complied with.

Membership

3. The Society shall consist of acting and non-acting Members and may also include as life members such other persons as shall have rendered special services to the Society.

Management

4.
a) The Society shall be managed by a Committee consisting of the following Officers, namely:- Chairman, Secretary, Treasurer and up to eight other members.
b) The Trustees of the Society shall be responsible for overseeing the work of the Committee and for monitoring that the Society is carrying out its aims in accordance with this constitution.
c) The Trustees may also be called upon to adjudicate on questions of policy and in the resolution of complaints.
d) The Chairman, Secretary and Treasurer shall be ex-officio members of the Trustees
e) Any person wishing to join the committee at the AGM must be a member of the Society and must return a duly completed and signed nomination form to the Secretary prior to the meeting.

Eligibility for Membership

5. Membership shall be open to all those having sympathy with the objects of the Society and desiring actively to further it and to pay the annual subscription prescribed by the Rules.

Application for Membership

6. Applications for membership shall be made to the Secretary, who shall submit the same to the Committee for confirmation.

Expulsion of Members

7.
a) Any member of the Society who in the opinion of the Committee shall be guilty by their actions of misusing the privileges of the Society or of otherwise bringing the Society into contempt or disrepute may be suspended or expelled from the Society.
b) The Committee may, by a unanimous vote, remove from the list of members the name of any member who has persistently neglected the work undertaken by the Society and the name of any member whose conduct they consider likely to bring the Society into disrepute.
c) Any member who feels they have been unfairly or badly treated in any way within the society may submit a complaint under the Complaints policy.

Subscriptions

8. The annual subscription to the Society shall be £20.00 or such other sums as the Committee shall from time to time decide.

Life Members

9. Life Members may, on the nomination and recommendation of the Committee only, be elected on such terms as the members of the society at an Annual General Meeting may decide.

Finance

10.
a) The funds of the Society shall be applied solely to the stated objects of the Society.
b) No member of the Society shall receive payment directly or indirectly for services to the Society or for other than legitimate expenses incurred in its work.
c) The financial year of the Society shall commence on 1st July and an annual profit and loss account and balance sheet shall be prepared in time for presentation at the AGM that year.

Non-Payment of Subscriptions

11. The Committee shall have the power by ordinary resolution to suspend any member whose subscriptions remain overdue by more than six months from exercising all or any of the privileges of membership until his or her subscription is paid.

Annual General Meeting

12. The Annual General Meeting of the Society shall be held within six months of the financial year end when the Report of the Committee and the accounts for the past year, duly audited, shall be presented, the Officers, other members of the Committee and an Auditor, for the ensuing year, and life members, if any, elected and all general business transacted.

Extraordinary General Meeting

13. An Extraordinary General Meeting of the Society may be called at any time at the discretion of the Committee and shall be called within 21 days after receipt by the Secretary of a requisition in writing to that effect signed by at least 12 members. Every such requisition shall specify the business for which the meeting is to be convened, and no other business shall be transacted at such meeting.

Quorum at General Meeting

14. No business other than the formal adjournment of the meeting shall be transacted at any General Meeting unless a quorum of members be present and such quorum shall consist of not fewer than 30% of the total membership entitled to vote.

Resolution at General Meeting

15. Unless otherwise provided by these Rules all resolutions brought forward at a General Meeting shall be decided by a bare majority of the votes properly recorded at such meeting and in the case of an equality of votes the Chair shall have a second or casting vote.

Retirement of Officers and Committee

16. The Committee (including the officers) and the Auditor shall retire annually but shall be eligible for re-election. If more names are proposed than the number required to fill the vacancies and sufficient names are not withdrawn at such Meeting, the election shall be by ballot. If all the before-mentioned positions shall not be filled at such Meeting or any casual vacancy shall thereafter occur the same shall be filled by the remaining members of the Committee.

Notice of General Meeting

17. A printed, or electronic notice of every General Meeting shall be sent to each member of the Society at least 14 days prior to the day fixed for such meeting.

Appointment of Sub-Committee

18. The Society shall have the power to appoint Sub-Committees which will continue in office until the next Annual General Meeting. The Committee or Sub-Committee shall have power to co-opt suitable persons pending the following Annual General Meeting.

Selection of Works

19. The Committee shall select the works to be from time to time produced by the Society.

Recovery of Money Due to the Society

20. All monies due and owing to the Society, including the Entrance Fees and Subscriptions of Members, shall be recoverable at law in the name of the Secretary.

Committee’s Power

21. The Committee shall have the power to decide any questions arising out of these Rules and all other matters connected with the Society (other than and except those which can only be dealt with by the Society in a General Meeting) and make and maintain and publish all necessary orders and rules in connection therewith.

Dissolution of Society

22. The Society shall only be dissolved by resolution passed by a majority of at least five sixths of the members present and voting at a special General Meeting called for the purpose of considering such dissolution. In the event of dissolution any balance of cash remaining in hand after realisation of assets and payments of debts shall not be distributed among the members of the Society but shall be applied for such charitable purposes similar to those of the Society or be paid, distributed or transferred to such charitable institutions or institution having objects similar to the objects of the Society as the Committee with the consent of the meeting shall determine.

Alteration to Rules

23.
a) No alteration of these Rules shall be made except at a General Meeting nor unless 21 days prior to such Meeting a written notice of the proposed alternation or of one substantially to the like effect shall have been given to the Secretary who shall give 14 days’ notice thereof to the members and the resolution embodying such proposed alternation shall be carried by a majority of at least two thirds of the votes recorded thereon at the meeting.
b) Any proposed change to Rules 1, 2, 22 and 23 must, if they require it, be confirmed with the Charity Commission for England and Wales or other authority having charitable jurisdiction from time to time.

Adoption of this Constitution

24. This document details the constitution as adopted by the membership at an Extraordinary General Meeting of the society convened on the 9th of November 2017 and replaces all previous versions of the constitution.

About Our Trustees

The role and responsibilities of charity trustees—including ex-officio trustees—are governed by UK charity law, specifically:

📜 Key Legal Frameworks

1. Charities Act 2011 (England & Wales)

Defines a charity trustee as “the persons having the general control and management of the administration of a charity.”
Applies regardless of title—whether called trustees, committee members, directors, or governors, if they have governing authority, they are trustees in law.

2. Charity Commission Guidance – CC3: The Essential Trustee

This is the definitive guide for trustees in England and Wales.
It outlines six core duties:
1. Carry out the charity’s purposes for public benefit
2. Comply with the governing document and the law
3. Act in the charity’s best interests
4. Manage resources responsibly
5. Act with reasonable care and skill
6. Ensure accountability

You can read the full guidance on GOV.UK.

3. Charity Governance Code (Recommended Practice)

Not law but widely adopted best practice.
Recommends term limits, board diversity, and strategic oversight.
Suggests a maximum of 9 years’ service for trustees to encourage renewal.

🧠 What This Means for Davenham Players

Your Chair, Secretary, and Treasurer are ex-officio trustees because the constitution gives them automatic trustee status.
They carry equal legal responsibility as any other trustee—regardless of how they were appointed.
If they act negligently, dishonestly, or breach their duties, they could be held personally liable, especially since Davenham Players is an unincorporated charity.

The Davenham Players is a registered charity in England and Wales, listed under:

Charity Name: The Davenham Players
Charity Number: 504475
Legal Status: Unincorporated charity — meaning it’s governed by a constitution and run by trustees, but it does not have a separate legal identity from its members.

🧠 What This Means Practically

The charity can own property and enter into contracts, but usually through appointed trustees acting as nominees.
Trustees may be personally liable if something goes wrong (e.g. debts, legal claims), unless covered by insurance or acting within their duties.
It’s vital to maintain good governance, clear policies, and financial discipline—especially since you own the theatre premises.

⚖️ Trustee Liability & Protection

Understanding Your Legal Duties at Davenham Players

As trustees of an unincorporated charity, committee members at Davenham Players are legally responsible for the society’s governance, finances, and compliance. This includes maintaining the theatre premises, managing risks, and ensuring the charity operates in line with its constitution and UK law.

🧠 What Trustees Are Liable For

Trustees may be held personally liable if they:

Act negligently or dishonestly
Breach the constitution or charity law
Enter into contracts or debts the charity cannot fulfil
Fail to manage risks (e.g. fire safety, safeguarding, financial oversight)

Because the charity is not a separate legal entity, liability can fall on individual trustees unless:

They acted in good faith and within their duties
The charity has sufficient assets or insurance to cover claims

🛡️ How Trustees Can Protect Themselves

Follow the constitution and Charity Commission guidance
Keep accurate records of meetings, decisions, and finances
Ensure proper insurance is in place (e.g. public liability, trustee indemnity)
Avoid personal guarantees or informal agreements
Seek advice when unsure—especially on contracts, safeguarding, or legal risks.
Our insurance policy includes legal advice as a benefit within the policy. They act on our behalf and will help you understand implications of actions before you commit ensuring we minimise or mitigate any adverse impact of say a complaint or policy change.

Trustees are not expected to be legal experts—but they are expected to act with care, honesty, and diligence. When in doubt, ask.

Appoint an independent Chair and minute taker for Trustee meetings – they do not have a trustee vote but can help keep the meetings focused and ensure that minutes are recorded accurately.

You must be able to demonstrate what you did and that it was reasonable.

🎭 Trustee Role Explained: Davenham Players

✨ Purpose of the Role

Trustees oversee the strategic direction, governance, and financial sustainability of the Davenham Players. They ensure the society fulfils its charitable objectives while maintaining the theatre premises and operating responsibly as a not-for-profit business.

🧠 Key Responsibilities

Strategic Oversight
- Set and review the society’s vision, values, and long-term goals.
- Ensure activities align with the charitable objects defined in the constitution.
Financial Stewardship
- Approve budgets, monitor income and expenditure, and ensure financial sustainability.
- Safeguard assets—including the theatre premises—and ensure proper maintenance and insurance.
Governance & Compliance
- Uphold the constitution and ensure legal and regulatory compliance.
- Monitor committee decisions and adjudicate on policy or complaints.
Risk Management
- Identify and mitigate risks (e.g. safeguarding, licensing, data protection).
- Ensure appropriate policies and procedures are in place.
Fundraising & Revenue Generation
- Support income-generating activities (e.g. ticket sales, venue hire, sponsorship).
- Encourage innovation and diversification of revenue streams.
Advocacy & Representation
- Act as ambassadors for the society within the community and arts sector.
- Promote inclusivity, accessibility, and public engagement.

📜 Legal Duties (per Charity Commission guidance)

Trustees must:

Ensure the charity is carrying out its purposes for the public benefit
Comply with the charity’s governing document and the law
Act in the charity’s best interests
Manage the charity’s resources responsibly
Act with reasonable care and skill
Ensure the charity is accountable

⚠️ Personal Liability Risks

While trustees are generally protected if they act honestly and reasonably, they may be personally liable if they:

Breach their fiduciary duties (e.g. misuse funds, act outside the constitution)
Commit criminal offences (e.g. fraud, negligence)
Fail to comply with contracts or cause harm through omission
Sanction or ignore misconduct by others (vicarious liability)

Trustees of unincorporated charities (like Davenham Players) may be personally liable unless indemnified by the charity’s assets. This makes good governance and insurance essential.

✅ Desirable Skills & Qualities

Strategic thinking and financial literacy
Commitment to arts, education, and community
Integrity, independence, and collaborative spirit
Willingness to learn and adapt.

🧭 Trustee Oversight & Protection Guide

🧾 Executive Summary

Being a trustee of Davenham Players is a rewarding role—but it comes with legal and ethical responsibilities. This guide sets out exactly what trustees should do to maintain oversight, support good governance, and protect themselves from risk. It draws on our reviewed policies and aligns with Charity Commission guidance (CC3, CC20, CC30), offering clarity without overwhelm.

This isn’t about fear—it’s about confidence. Trustees who follow these steps can act with assurance, knowing they’re fulfilling their duties and helping the theatre thrive.

🎯 Trustee Duties at a Glance

Trustees must:

Duty	What It Means	How to Deliver It
Act in the charity’s best interests	Prioritise the theatre’s mission over personal agendas	Ask: “Does this decision serve our charitable purpose?”
Manage resources responsibly	Oversee finances, assets, and risk	Review budgets, approve spending, check insurance
Comply with the law	Follow charity, safeguarding, and safety regulations	Read key policies, attend induction, ask questions
Ensure accountability	Be transparent and fair	Keep minutes, declare conflicts, follow agreed processes
Support inclusion and safety	Create a respectful, welcoming environment	Uphold the Code of Conduct, challenge poor behaviour

🛡️ How Trustees Protect Themselves

Here’s how trustees can stay safe, supported, and legally covered:

✅ 1. Know What You’ve Signed Up For

Read the Constitution and Trustee Handbook
Understand your role as a charity trustee, not just a committee member
Ask for clarification—there’s no such thing as a silly question

✅ 2. Attend Induction & Briefings

Complete the Volunteer Induction Pack
Attend fire safety and safeguarding briefings
Review the Building Management SOP if responsible for venue oversight

✅ 3. Keep Good Records

Ensure minutes are taken and stored
Log decisions, especially around finance, safety, and complaints
Use shared folders (e.g. OneDrive) for version control and audit trail

✅ 4. Follow Financial Controls

Approve budgets and spending in meetings
Understand Gift Aid and subscription processes
Ask the Treasurer for regular updates and flag concerns early

✅ 5. Declare Conflicts of Interest

If you or a close contact could benefit from a decision, declare it
Step back from votes where needed
Use the Conflict-of-Interest Register (template available)

✅ 6. Support Safe Events

Ensure an Event Manager is appointed for each public performance
Confirm fire safety checks are completed (Appendix A & B)
Review incident logs and follow up on concerns

✅ 7. Stay Informed

Read updates from the Charity Commission
Attend trustee training if offered
Review policies annually and suggest improvements

🔄 Succession & Continuity

To protect the charity long-term, trustees should:

Encourage new members to shadow roles
Document key processes in SOPs and handbooks
Rotate roles where possible to avoid burnout
Use the Skills Matrix to identify gaps and plan recruitment
Celebrate handovers and support new trustees with mentoring

🧩 Linked Policies & Tools

This guide is supported by:

Constitution
Safeguarding Policy
Fire Safety SOP
Building Management SOP
Finance Controls Summary
Volunteer Induction Pack
Complaints & Resolution Policy
Trustee Handbook (Draft 06.09.25)

🛡️ Trustee Indemnity Insurance – Briefing Note

🎯 Purpose of This Note

To outline the purpose, benefits, and considerations of Trustee Indemnity Insurance for Davenham Players, and to support the committee in reviewing cover as part of our governance framework.

📚 What Is Trustee Indemnity Insurance?

Trustee Indemnity Insurance (also known as Directors & Officers or D&O cover) protects individual trustees from personal liability arising from decisions made in good faith while carrying out their duties. It covers legal defence costs and, in some cases, compensation claims.

This insurance does not cover criminal acts, fraud, or deliberate wrongdoing—but it does provide reassurance for trustees acting responsibly and in line with charity law.

⚖️ Why It Matters

Under the Charities Act 2011, trustees are personally responsible for ensuring the charity complies with its legal duties. While serious claims are rare in small charities, trustees may still face:

Allegations of mismanagement or breach of duty
Disputes over contracts, leases, or employment
Claims related to health and safety, safeguarding, or data protection

Without insurance, trustees could be personally liable—even if acting with integrity.

✅ Benefits of Having Cover

Peace of mind for trustees and committee members
Encourages participation by reducing perceived risk
Supports succession planning and trustee recruitment
Demonstrates good governance to funders, partners, and the public
Protects personal assets in the event of a claim

🛡️ Why Records Matter: Insurance, Accountability & Trustee Protection

As trustees of Davenham Players Theatre, we actively uphold our shared legal responsibility for the Society’s decisions, finances, and safety. Our insurance policies are in place to protect both the organisation and each trustee — and they’re backed by our commitment to due diligence.

We maintain clear, accurate records of meetings, decisions, actions, finances, and compliance checks. These documents form a robust audit trail that demonstrates our responsible governance, risk awareness, and adherence to policy. When challenges arise, our records show that we’ve fulfilled our duties with care and integrity.

We don’t just do the right thing — we show that we do. Minute-taking, action logs, financial reports, and policy reviews are part of our everyday practice. They safeguard the Society, reinforce our reputation, and protect every trustee involved.

Together, we create a culture of transparency, accountability, and trust — ensuring that Davenham Players continues to thrive as a safe, well-governed, and respected community theatre.

Vice Chair (best practise not mandated role)

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