SHROPSHIRE PARTNERS IN CARE
The above organisation is an amalgamation of the Shropshire Care Homes Association founded in 1985 and the Nursing Homes in Shropshire group that was founded in 1989. These bodies represent the interests of Nursing, Residential homes and Home Care Agencies in the county, and are affliated nationally to the National Care Homes Association and the Registered Nursing Homes Association. the merger of the two groups took place on 17th December 1999. This was chaired by Mr John Weeks, Director of Social Services Shropshire. Mr Paul Marsden MP was also present who answered questions put to him from members.
Membership to Shropshire Partners In Care is open to all providers of adult health and social care within the County of Shropshire or the Borough of Telford & Wrekin or similar organisation outside Shropshire and the Borough of Telford & Wrekin who contract with either or both of Shropshire County Council and Telford & Wrekin Council for the provision of health and social care.
The aims of the organisation are :-
- To represent the interests of care providers, proprietors, managers, staff and people who use the services.
- To use its best endevours to affect and maintain high standards of care and condition in Member Organisations.
- To make representation to any such body whose function may at any time have an affect on the welfare of the members of the association, their clients and people who use their services.
About SPIC
Shropshire Partners in Care (SPIC) is a not-for-profit company registered as a company limited with guarantee representing independent providers of care to the people of Shropshire. SPIC was established on December 17th 1999 with the merger of the Shropshire Care Homes Association and Nursing Homes in Shropshire.
Members of Shropshire Partners In Care provide care in residential, nursing and domiciliary settings and benefit from several exciting services such as this interactive web site on which many members feature their business. Shropshire Partners In Care has gone from strength to strength and it now employs Care Liaison Officers to promote quality provision of care. In consultation with the sector, we have developed a Quality Assurance Scheme to which all members publicly commit their organisation.
The Association also assists members to identify their long-term training needs, circulates a newsletter to members summarising local and national policies affecting them and lists training and development opportunities which can further improve the quality of care provided by their well trained staff.
SPIC forges closer links with health and social care agencies and has significantly increased its representation on local and national bodies in order to raise awareness of the issues affecting the independent care sector. SPIC hosts an annual conference which brings together delegates associated with care provision in Shropshire in order to explore the advantages of working together.
Any one considering care facilities within Shropshire can view a variety of services offering the highest standards of professional care. People who are choosing care services for themselves or their relatives can be assured that by contacting members of SPIC that they are talking to an organisation whose staff continually strive to improve the care they provide.
Constitution
NAME The name of the Company shall be Shropshire Partners In Care Limited.
CATCHMENT AREA The catchment area for the Company shall include all of the county of Shropshire including the Borough of Telford and Wrekin.
Organisations situated outside the catchment area as set out above may apply for membership if they contract with either Shropshire County Council or the Borough of Telford & Wrekin for the provision of health and/or social care services.
AIMS The aims of the Company shall be: -
To represent the interests of health and social care providers, proprietors, managers, staff and people who use the services.
To use its best endeavours to effect and maintain high standards of care and conditions in Member Organisations.
To make representation to any such body whose function may at anytime have an effect on the welfare of the members of the Company, their clients and people who use their services.
To develop good partnership working with key organisations within the adult health and social care sector, in particular Local Authorities, PCT’s, Skills for Care, Learning and Skills Council
To negotiate fee settlements and other contractual matters with relevant statutory authorities on behalf of the Company’s members
To support and develop the independent care workforce through the facilitation of quality and training initiatives
To inform members of such issues as arise from time to time that are likely to effect their organisations. Such issues will include, but not be exclusively, policy changes and training opportunities.
To affiliate to any other organisation which has the same or similar aims to the Company or who may be able to assist the Company in achieving its aims.
MEMBERSHIP
Criteria for Membership Membership of the Company shall be open to all providers of adult health and social care within the County of Shropshire or the Borough of Telford & Wrekin or similar organisations outside Shropshire and the Borough of Telford & Wrekin who contract with either or both of Shropshire County Council and Telford & Wrekin Council for the provision of health and social care and who are:-
- registered with the Commission for Social Care Inspection or its successor body where this is a requirement for the provision of the services offered by the service provider.
- not operating under special measures imposed by the Commission for Social Care Inspection or the relevant local authority. In the event that members are placed under special measures the member must declare this to Shropshire Partners in Care.
- A registered social landlord (RSL)
Associate Membership
Where a provider does not meet the criteria as set out above but undertakes to work actively towards achieving these criteria then that provider may be admitted to Associate Membership of the Company.
Persons who do not own or manage an adult social care service but have an intention to establish such a service may be admitted to Associate Membership of the Company.
Associate members shall not have voting rights at meetings of the company.
Conduct of Members Members shall conduct themselves in such a manner that is not detrimental to the best interests of the Association or the independent care sector.
TERMINATION OF MEMBERSHIP Membership may be terminated if, in the opinion of the Board, that member is involved in any indiscretion or breach of this constitution, which brings the health and care sector into disrepute.
Where the Board is to meet to discuss the possible removal of membership the member may attend that portion of the Board meeting where this matter is to be raised and has the right to present his/her case.
Appeals against the Board’s decision can be made through an Extraordinary General Meeting of the Company called specifically for this purpose. Any such appeal must be lodged with the Chairperson within 14 days of the Board’s decision and the Chair must then call an Extraordinary General Meeting at which the appeal shall be heard within 28 days. The decision made by members at the Extraordinary General Meeting and voting will be final.
In calling an Extraordinary Meeting to hear an appeal against removal from membership, rule 7.15 below shall be set aside and the Chair shall be empowered to call the meeting in accordance with rule 5.3.
MEMBERSHIP FEES There shall be an annual subscription, which shall be set annually. All incoming money shall be expended for the benefit of the Company and its members.
The Board shall be empowered to set the annual subscription, which shall be notified to the members in January and payable by the end of March each year.
Any member who has not renewed his/her membership by 30th June in each year shall be removed from the register of members and shall not be entitled to receive services from Shropshire Partners in Care Ltd until the appropriate membership and re-joining fees have been paid.
The Board may, from time to time, levy a charge for re-joining the Company once membership has lapsed.
GOVERNANCE The Company shall be governed by a Board of 9 (nine) Directors elected by the membership at the Annual General Meeting on a three year rotational basis.
Board members shall serve for a period of 3 (three) years.
One third of the Board shall retire each year and shall be eligible for re-election.
Representation The Board of Directors shall be constituted so that each of the representative sectors within adult health and social care is represented.
These are:-
- Residential Care for Older People including services for people with mental health problems
- Nursing Care for Older People including people assessed as Elderly Mentally Ill
- Residential Care for Younger Adults (18-65) particularly but not exclusively Adults with Learning Disabilities.
- Domiciliary Care Services and Day Care Services for all client groups
At least one member from each sector must be elected onto the Board.
7Where no one from a particular sector offers him/herself for election the Board shall co-opt a suitable person from that sector to serve until the next Annual General Meeting.
Officers of the Board
The Board shall, at its first meeting following the Annual General Meeting, elect the following officers:
- Chairperson
- Vice Chairperson
- Honorary Treasure
Board Meetings The Board shall meet on a regular basis and no less than six (6) times in each year.
Minutes of the Board meetings shall be made available to any member on request.
Quorum Board meetings shall only be deemed quorate if at least five members are present and that these five members must include at least one of the Chairperson, Vice-Chairperson and Hon. Treasurer.
If a Board meeting is deemed not quorate the meeting may still take place but any decisions made shall not become effective until passed by a Board meeting which is quorate.
Co-option Any full member of the Company can be co-opted onto the Board by the Board for the purpose of filling a vacancy or vacancies arising from the resignation of a Board member or to represent unrepresented sectors of care provision.
Members who fill vacancies in this way shall only serve until the next Annual General Meeting.
Co-opted members of the Board may, at the discretion of the elected Board members, be given full voting rights at Board meetings.
Executive Group The Officers of the Board together with the Company Secretary, Chief Executive Officer and other officers of the Company as the Board deems appropriate shall form an Executive Group which shall undertake the management of the Company.
The Executive Group shall meet on a regular basis and no less than eight (8) times in each year..
The Executive Group shall report to the Board on the business that it transacts on behalf of the Company.
The Board shall set limits to the expenditure that the Executive Group may incur without reference to the Board for formal approval.
Removal of a Board Member A Board member may be removed by agreement of the majority of Board members if:-
- (S)he is absent for four consecutive meetings without special leave of absence.
- Membership is terminated under paragraph 5.1 of this constitution.
Reference Group The Board may, at its discretion, set up a Reference Group to assist it in its deliberations.
The Reference Group may comprise members other than those on the Board and other relevant stakeholders.
Other relevant stakeholders will be organisations that have a relevant interest in the purpose and activities of the company. They may be, but not exclusively, drawn from bodies that fund the Company or bodies which represent people involved in the adult health and social care sector or users of services.
The Reference Group shall be solely an advisory group. It shall have no decision making powers within the company.
The Annual General Meeting. An Annual General Meeting of the Company shall be held in September of each year.
The main business of the Annual General Meeting shall be to:
- Agree the statement of accounts for the previous year
- Vote on any resolutions put before the Annual General Meeting
- Elect three new Board members to serve for the next 3 years.
- Appoint Auditors for the forthcoming year.
Written notification of the Annual General Meeting shall be sent to all members of the Company at least 21 days in advance of the date of the meeting. The notice shall give the date, time and place of the meeting.
The Annual General Meeting shall only be deemed quorate if at least 10% of members of the Company are present and voting.
Each member in good standing attending the Annual General Meeting shall have the right to cast one vote in respect of elections to the Board, Resolutions and any other decision legitimately taken by the meeting.
Where a member cannot attend the Annual General Meeting they may assign their vote by proxy to another member in good standing who will attend the meeting. The allocation of a proxy vote shall be on an official proxy form distributed by Shropshire Partners in Care with the papers for the Annual General Meeting.
Extraordinary General Meetings An Extraordinary General Meeting of the Company may be called if 10 (ten) or more members
submit a request for such a meeting in writing to the Chairperson. Any such requests shall state the purpose for which the meeting is being called.
Written notification of the Extraordinary General Meeting shall be sent to all members at least 14 (fourteen) days in advance of the date of the meeting. The notice shall give the date, time and place of the meeting.
An Extraordinary General Meeting shall only be deemed quorate if at least 10% of members of the Company are present and voting.
Members Meetings
Each sector as set out in Paragraph 7.5.2. shall have a representative group which shall meet at least twice in each year.
The Sector Group shall be chaired by one of the representative members on the Board.
Notification of meetings of Members Meetings shall be sent by post or e-mail at least two weeks before the date of such meetings.
FINANCES The Hon. Treasurer shall open and maintain bank accounts in the name of the Company.
All Cheques written on behalf of the Company must be signed by at least two authorised signatories...
Reasonable expenses incurred by Board members or nominated representatives on behalf of the membership shall be reimbursed.
Accounting The accounting year of the Company shall end on 31st March with its Annual General Meeting in the September following.
Accounts shall be audited by an independent auditor elected by the Annual General Meeting.
COMPANY SECRETARY
The Board shall appoint either from its own number or externally a Company Secretary.
The Company Secretary shall undertake the following duties:
(a) Maintaining the statutory registers. These are:
· the register of members;
· the register of directors and secretaries;
· the register of directors' interests;
(b) Ensuring that statutory forms are filed promptly with Companies House.
(c) Providing members and auditors with notice of meetings.
(d) Sending the Registrar of Companies House copies of resolutions and agreements.
(e) Supplying a copy of the accounts to every member of the company and every person who is
entitled to receive notice of general meetings - also copies demanded by anyone under section 239 of the Companies Act.
(f) Keeping, or arranging for the keeping of, minutes of directors' meetings and general meetings.
(g) Ensuring that people entitled to do so can inspect company records.
CHANGES TO THE CONSTITUTION
Changes to this constitution can only be made by a majority of members present and voting at an Annual General Meeting or Extraordinary General Meeting.
Any request for changes to the constitution must be submitted to the Chairperson in writing at least 28 days before the date of the Annual General Meeting or Extraordinary General Meeting.
DISSOLUTION OF THE COMPANY
Any decision to dissolve the Company can only be taken at an Extraordinary General Meeting called expressly for the purpose of voting on such a decision.
The decision to dissolve the Company can be made by the majority of those present and voting at such a meeting.
Any surplus assets shall go to charities having the welfare of people within their objectives. The recipient charities shall be decided by a vote of those present.
ADOPTION
Shropshire Partners in Care adopted this amended constitution at its Annual General Meeting held on 25th September 2008




