The Painting and
Decorating Association


Constitution of Rules

1. Status

The organisation is a Trade and Employers association.

2. Name

The name shall be the “Painting & Decorating Association”, hereinafter referred to as the PDA or the Association.

3. Office

The principal office of the Association shall be 32 Coton Road, Nuneaton, Warwickshire, CV11 5TW, or such other address as the Council may decide.

4. Main Objectives

The objectives of the Association are to uphold, promote and enhance the status and professional standards of its members and the Painting & Decorating industry as a whole, and to provide membership services and benefits as required by the Council.

5. Membership

5.1 Full Membership

5.1.1 Full membership is available to firms or individuals fulfilling the membership criteria, and currently paying a subscription to the Association. All members will be allocated a membership category, which is dependent on the number of employees or turnover. The definitions of membership categories shall be determined from time to time by the Council.

5.1.2 Any firm or individual wishing to become a member of the Association shall submit an application in writing to the National Office. On acceptance and the payment of the initial subscription, membership of the Association shall be granted subject to the terms and conditions set out in these Rules.

5.1.3 Upon joining the Association, all members must pay a minimum of one year’s subscription.

5.1.4 Members of the Association are entitled to display the PDA Registered Trademark. Upon leaving the Association and with immediate effect, former members may not display or use the PDA Registered Trademark in any way whatsoever. The PDA will pursue any illegal use of the PDA Trademark through the Office of Fair Trading.

5.1.5 A member of the Association wishing to resign may do so by giving six months notice in writing to the National Office, to take effect at 31 st December. Upon resignation, a member shall cease to have any interest in or claim upon the funds of the Association. Any member becoming bankrupt or compounding with its creditors (or in the case of a partnership or company being dissolved or wound up) shall cease to be a member. 

5.1.6 In the event of a member contravening any of the Rules of the Association or acting against the best interests of the Association, the Executive Committee shall investigatethe complaints and shall, if thought fit, refer the matter to the Council.

When investigating any complaint the Executive Committee shall give the member concerned a written statement of the complaint. The member shall be given an opportunity to answer the complaint both orally and in writing. The Council may, after considering the report of the Executive Committee and any representations the member wishes to make, take any necessary action including, if necessary, to expel or reprimand the said member. The member shall be given seven days notice by the Council in which to make any further representation.

A member may be expelled from the Association, if it considers that there is good and sufficient reason for such expulsion. Such reasons could include poor workmanship, unprofessional conduct with clients, and bringing the Association into disrepute. This list is not exhaustive. A member so expelled may not apply for re-admission for a minimum period of two years.

5.1.7 Members who are limited companies or a partnership may authorise one or more representatives who shall be eligible to attend meetings of the Association, but only one representative shall have the right to vote.

5.2 Associate Membership

Associate Membership of the PDA shall be available to acceptable companies, such as suppliers and manufacturers to the painting and decorating trade.

5.3 Honorary Life Membership

5.3.1 The National Council may award Honorary Life Membership to persons who have rendered distinguished and meritorious service to the Association and the Painting & Decorating Industry.

Honorary Life Members may attend Council and General Meetings (without voting rights), and receive  such other benefits the Council may confer.

5.3.2 Regions may award Regional Life Membership to similarly qualified persons, subject to the approval of the National Council. Branches may also award Branch Life Membership, subject to the approval of the Regional Council.

6. Regions & Branches

6.1 Each Region or Branch shall be subject to these Rules, but shall be entitled to make additional Rules for its own guidance, provided such Rules are not contrary to the Rules of the Association, and are submitted to and approved by the Council.

6.2 No Region or Branch shall take any independent action which is contrary to a decision of the Council or any of its Committees.

7. General Meetings

7.1 General Meetings shall be open to all members of the Association.

7.2 An Annual General Meeting of the Association shall be called by the Chief Executive, not later than 31 December in each year, for the election of Officers and the Council, receiving a duly audited statement of accounts for the preceding year and electing auditors, and the transaction of any other business of the Association. Notice of the Annual General Meeting shall be published at least twenty-one days prior to the meeting. A report on the affairs of the Association will be presented at each Annual General Meeting.

7.3 Special General Meetings may be called by the Council, upon a requisition of any twenty members of the Association, and all members will be provided with at least twenty-one clear days notice of any such Special General Meetings. The notice convening such a Special General Meeting shall state the nature of the business for which the meeting has been called.

7.4 At any General Meeting, a quorum shall consist of twelve members represented.

7.5 At all General Meetings, each subscribing member present shall be entitled to one vote, either upon a show of hands or by a ballot. Voting at General Meetings shall be on basis of a simple majority, unless otherwise stated. No Member may exercise more than one vote.

In the case of an equality of votes, the Chairman shall have a second or casting vote.

7.6 All meetings shall be conducted in an orderly fashion, and the Chairman of any meeting shall have power to suspend, for an unlimited period during that meeting any member who behaves in an unruly or disruptive way.

8. Officers

8.1 The Officers of the Association shall be the President, the Senior Vice President, the Junior Vice President, the Immediate Past President and the Honorary Treasurer. Officers shall be elected at the Annual General Meeting. The Office of President or Vice-President may only be held by a subscribing member of the Association. This rule applies at National and Regional level.

8.2 The officers shall hold their respective offices for one year and shall retire at the Annual General Meeting, but shall be eligible for re-election for a maximum further term of one year. In the event that an officer de-mits from post, then that post shall be filled by the immediate successor (i.e. Vice President becomes President and Junior-Vice becomes Vice President).

8.3 Nominations for the offices of Junior-Vice President and Treasurer shall be sent in writing to the Chief Executive not less than fourteen days before the date of the Annual General Meeting. Such nominations must be countersigned by not less than three members of the Council.

8.4 Any casual vacancy which may occur among the Officers of the Association shall be filled by the Council. Any member so appointed shall hold Office for the remainder of the term of his predecessor.

8.5 The President shall preside at Council and General Meetings. The Vice-Presidents will deputise for the President, as and when necessary.


9. Management

9.1 The activities of the Association shall be managed by the Council. The Council shall have full power to administer and control the affairs of the PDA, and to take action on matters affecting the painting and decorating interests of members of the Association.

9.2 The composition of the Council shall be as follows:

9.2.1 The five Officers (President, two Vice-Presidents, Immediate Past President and Treasurer).

9.2.2 One representative from each Region of the Association to be notified to the National Office not less than fourteen days prior to the Annual General Meeting.

9.2.3 The Chairmen of any specialist committees appointed by the Council.

9.2.4 Twenty elected representatives of the membership as a whole, elected by membership category as follows: Five elected representatives from Category 1 Five elected representatives from Category 2 Five elected representatives from Categories 3 and 4 together Five elected representatives from Categories 5 and 6 together.

The election of Council members representing membership categories shall take place biannually, election from Categories 1, 3 and 4 in odd numbered years, and Categories 2, 5 and 6 in even numbered years.

9.3 The Council shall meet at least twice a year.

9.4 Ten members of the Council shall constitute a quorum.

9.5 Voting at all Council meetings shall be on the basis of a simple majority, either by a show of hands or a ballot slip, with the Chairman having a second or casting vote in the event of equality.

9.6 The Council shall have power to co-opt additional members, as necessary.

9.7 The Council shall have the power to make by-laws for the purpose of giving effect to the Constitution & Rules, and may set up such committees or sub-committees as may be required from time to time.

9.8 At its first meeting after the Annual General Meeting, the Council shall elect its standing committees, representatives on other bodies, and an Executive Committee. The Executive Committee shall consist of the President, Senior Vice President & Honorary Treasurer together with seven members elected from the Council. The Executive Committee shall between meetings of the Council have the same powers of the Council, as defined in Rule 9.1.

10. Subscriptions

10.1 The financial year of the Association shall commence on 1 January and end on 31 December of each year.

10.2 Subscriptions shall be fixed at the Annual General Meeting, for the ensuing calendar year.

10.3 Any member whose subscription is not paid by a date to be fixed by the Council shall be deleted from the membership roll. Reinstatement after deletion shall only be allowed when the subscription for the next following year is paid, in addition to that for the year in default, either in full or on an agreed instalment basis.

11. Control & Investment of Assets

11.1 Trustees shall be elected at the Annual General Meeting for the purpose of holding in trust any tangible assets, real or personal property on behalf of the Association. The Trustees of the Association will remain Trustees until the earliest of the following:

11.1.1 By a Trustee voluntarily retiring from his position of Trustee by giving to the Chief Executive three calendar months notice in writing expiring on the date of the next Annual General Meeting or

11.1.2 By a Trustee ceasing to be a member of the Association for any reason or

11.1.3 By the death of a Trustee

11.2 The Association will maintain at all times a minimum of two Trustees but with a maximum of four Trustees of all real property held on behalf of the Association, and shall direct the Trustees from time to time to enter into and execute all deeds and documents as shall be necessary for maintaining and transferring the Trusts on behalf of the Association.

11.3 The Trustees shall be the President, Senior Vice President and Honorary Treasurer or such other persons appointed by a General Meeting.

11.4 The Council shall determine signatures of cheques. And the books and accounting records for the Association shall be open to the inspection of every person having an interest in its funds at all reasonable times.

12. Accounts

The accounts shall be audited by a professional accountant appointed at the Annual General Meeting. The Chief Executive shall be responsible to the Council for the keeping of proper financial records, and for the preparation and auditing of the accounts.

13. Indemnification of Officers

Every Officer, Trustee and member of the Association, Council or any committee, and every employee of the Association, shall be indemnified against all costs, losses and expenses which such a person shall incur, or become liable to pay, by reason of any litigation or other proceedings arising from any act carried out as authorised by the Council, or any committee member in the discharge of his duties.

14. Negligent Advice

Neither the Association, nor any Officer or servant of the Association shall be liable or responsible in any circumstances whatever for any damage, loss or injury of any kind or nature whatsoever which may be suffered or sustained by any person arising out of or in consequence of any error, inaccuracy, mistake or omission in any advice or information given by the Association or such Officer or servant to any person whatsoever whether or not the same shall have been attributable to any negligence, default or failure on the part of any such Officer or servant.

15. Rules

No new Rules shall be made, and no existing Rules shall be altered or rescinded unless with the consent of a majority of the voting members of the Association present and voting at a General Meeting specifically called for the purpose, or at an Annual General Meeting.

16. Dissolution

16.1 The Association may be dissolved at a Special General Meeting specifically called for the purpose, provided a majority of the voting members of the Association present agree.


16.2 In the event of such a resolution dissolving the Association being carried, the same General Meeting shall decide as to the disposal of any assets of the Association, by a resolution carried by a majority of the voting members present at the meeting.


Appendix to Rules

The following Code of Practice forms an integral part of the Constitution and Rules.

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