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CAMBRIDGE UNIVERSITY VENTURE CAPITAL & PRIVATE EQUITY CLUB CONSTITUTION

Last Review: 24/11/10


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Table of Contents
 SECTION 1: STATEMENT OF PURPOSE ............................................................................................. 3
 ARTICLE 1: THE GENERAL STREAM ..........................................................................................................................3
 ARTICLE 2: THE DEDICATED STREAM ......................................................................................................................3
 SECTION 2: THE ORDERS OF BUSINESS ........................................................................................... 3
 ARTICLE 1: FIRST ORDER OF BUSINESS – SPPLIED VC & PE TRAINING WORKSHOPS .............................3
 ARTICLE 2: SECOND ORDER OF BUSINESS – SS D OROMPETITIONS ..............................................................3
 ARTICLE 3: THIRD ORDER OF BUSINESS – SONNECTING LIKE-MINDED INDIVIDUALS TO THE VC AND PE INDUSTRIES ..................................................................................................................................................................3
 ARTICLE 4: FOURTH ORDER OF BUSINESS – RHE ANNUAL GALA DINNER...................................................3
 SECTION 3: GENERAL MEETINGS AND ELECTIONS .................................................................. 4
 ARTICLE 1: THE ANNUAL GENERAL MEETING (AGM).....................................................................................4
 ARTICLE 2: THE ELECTION OF THE CORE COMMITTEE .......................................................................................4
 ARTICLE 2, SUBSECTION A: THE RESULTS OF THE ELECTION...........................................................................5
 ARTICLE 3: THE ELECTION OF THE EXECUTIVE COMMITTEE .............................................................................5
 ARTICLE 4: RESIGNATION OR ABANDONMENT OF POSITION .............................................................................5
 SUBSECTION A: COMMITTEE MEMBERS ..................................................................................................................5
 SUBSECTION B: THE PRESIDENT .................................................................................................................................6
 SECTION 4: COMMITTEE......................................................................................................................... 6
 SUBSECTION A: THE CORE COMMITTEE ..................................................................................................................6
 ARTICLE 1: THE CHAIRMAN .........................................................................................................................................6
 ARTICLE 2: THE PRESIDENT .........................................................................................................................................6
 ARTICLE 3: THE DIRECTORS ........................................................................................................................................6
 SUBSECTION B: THE EXECUTIVE COMMITTEE ........................................................................................................6
 SUBSECTION C: THE TEAMS .........................................................................................................................................7
 SECTION 5: ADVISORY BOARD............................................................................................................. 7
 SECTION 6: FELLOWS ............................................................................................................................... 7
 ARTICLE 1: ORDINARY FELLOWS ...............................................................................................................................7
 ARTICLE 2: LIFETIME FELLOWS ..................................................................................................................................7
 SECTION 7: MEMBERS .............................................................................................................................. 7
 ARTICLE 1: GENERAL GUIDELINES FOR TRIAL MEMBERSHIP ..........................................................................7
 ARTICLE 2: MEMBERS UNDER A SUBSCRIPTION FEE ............................................................................................8
 SUBSECTION (A): MEMBERS UNDER AN ANNUAL SUBSCRIPTION FEE............................................................8
 SUBSECTION (B): LIFE TIME MEMBERS ....................................................................................................................8
 SECTION 8: SUCCESSION......................................................................................................................... 8
 ARTICLE 1: THE COMMITTEE .......................................................................................................................................8
 ARTICLE 2: THE CHAIRMAN .........................................................................................................................................8



3 CAMBRIDGE UNIVERSITY VENTURE CAPITAL CLUB - CONSTITUTION

Section 1: Statement of Purpose As a response to a gap stemming from the absence of networking opportunities, practical training and the presence of the venture capital and private equity industries at the University of Cambridge, the Venture Capital & Private Equity Club was founded. The VCPEC aims to operate on two essential streams

Article 1: The General Stream Aiming to facilitate, complement and support any venture capital and investment-specific events that are organized by the enterprise societies and other organizations of the University.

Article 2: The Dedicated Stream Aiming to provide advanced level training and networking to individuals, who preferably possess a background in finance or business (professional or academic) and that are interested in the venture capital and/or private equity industry. An example for this case is our support to the participants of specific VC and PE competitions (please refer to Section 2, Article 2).

Section 2: The orders of business To deliver and sustain the desired results of the two given streams, the following orders of business are proposed:

Article 1: First Order of Business – Applied VC & PE training workshops The first order of business refers to a series of training sessions that are dedicated to address issues on fund raising, investments and other Venture Capital and Private Equity industry related matters; delivered by various industry leaders and established entrepreneurs, who will be asked to lecture and reflect upon successful habits, strategies and VC/PE industry trends.

Article 2: Second order of business – VC/PE Competitions The Venture Capital and Private Equity Club will help to organise and facilitate the university-internal competition to select teams for the annually held Venture Capital Investment Competition (VCIC), the European MBA Private Equity Case Competition and other competitions related to venture capital and private equity.

Article 3: Third order of business – Connecting like-minded individuals to the VC and PE industries The third order of business aims to provide a series of networking sessions, where Venture Capital and Private Equity industry leaders can share their insights with students, who aim to work in the VC/PE industry.

Article 4: Fourth order of business – The Annual Gala Dinner To celebrate the accomplishments that characterise the society, its fellows and members, the Venture Capital and Private Equity Club will organise a formal, ticket-based dinner. The dinner will be addressed and open to the fellows and partners of our society, as well as the leaders and members of other societies and organizations. To emphasise the significance of this event, the dinner shall be preceded by a speech from a distinguished guest of honour.


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Section 3: General Meetings and elections Article 1: The Annual General Meeting (AGM) The Venture Capital and Private Equity Club will have to organize one Annual General Meeting per year, with the aim to demonstrate and sustain the society’s commitment and accountability to its members and any other affiliate or stakeholder, and also to elect its new Core Committee. The Annual General Meeting (AGM) differs from the society’s launch event and is organized every spring. This type of scheduling arrangement enables the committee to evaluate a series of past activities that are to be analyzed and assessed before the attendees of the AGM. The Annual General Meeting is dedicated to four key areas: a) The election of a new core committee (Refer to Article 2 for more details on the election and Section 4, Subsection A for an explanation of the core committee) b) Updating the stakeholders about the society’s past performance during the particular academic year. c) Providing an overview of the short and long-term goals of the society and the way that it is planning to achieve them. d) Extending an invitation to the attendees of the AGM, to provide their feedback in regards to the past, present and future activities of the society. *All the VCPEC members are eligible to attend the Annual General Meeting *In the case of an urgent matter, where a general meeting is extremely necessary for any reason before or after the AGM, the executive committee is allowed to hold an Extraordinary General Meeting (EGM).

Article 2: The election of the Core Committee As stated in the previous article, all the members of the club are eligible to attend the Annual General Meeting. Nonetheless, as the intention is to allow only the official members who hold a genuine interest in its well being and the operations, only the members, who are a) registered either with an annual subscription under the Cambridge University Student Union or with a “life time” subscription (refer to Section 7, Article 2 for more details) and b) the current committee and team members of the VCPEC will be eligible to vote. It should be noted that the election procedure will be brought into effect after the spring of 2011, for the new Core Committee to succeed the Founding Committee. The election process is divided in three steps: Step 1: Any current member of the University, who will also be continuing their studies or research in the following year and are not on a provisional ban (refer to Section 3, Article 2, Subsection A, Point C), can run for a committee position. The candidates must submit: a) their Curriculum Vitae and b) a 200 word manifesto explaining their reasoning to apply for their position of choice. This system will reduce the phenomenon of adverse selection and guarantee a greater probability that the applicants are credible to their promises and committed to their role, if elected. To add the candidates are not allowed to run for more than one positions. Any current committee members, who wish to be re-elected (except the president), will be subjected to this procedure.


5 Step 2: The CVs and the Manifestos of the candidates will be submitted to the members of the club, two weeks before the Annual General Meeting. This is to ensure that the members will have sufficient time to review all the candidate profiles before deciding on their vote. Step 3: On the day of the Annual General Meeting the members will vote one candidate per category. For example: Candidate X for the Vice President Position and Candidate Y for the President Position. The voting will be secret and anonymous. The ballot paper will be collected from each member individually, to ensure that only members, who are eligible to vote, are actually voting and that no individual has voted more than once.

Article 2, Subsection A: The results of the election a) The candidates have to be elected by a majority vote. b) In the case of a tie, the club will hold an Extraordinary General Meeting for a by-election, which is to take place no later than a week from the original election. The members will be informed about the candidates of the by-election, on the night of the Annual General Meeting. c) In the event that a candidate is elected but decides to withdraw, an Extraordinary General Meeting will be called for a by-election, one week after his or her official resignation is presented to the existing committee. To add, the resigned candidate will be banned from the elections for a year, under the terms: a) they are allowed to vote, and b) they are not allowed to run for a position due to their misbehavior and lack of commitment to the members’ choice. d) Once elected, the candidates will be trained by the current committee and assume their positions by the end of the current academic year; that is in June or July.

Article 3: The election of the executive committee The Executive Committee (Refer to Section 4, Article 3 for the description) will be elected by the Core Committee on the beginning of the academic year; specifically in late October. Any member of the university can apply for a position in the Executive Committee. Candidates can only run for one position on the Executive Committee. The candidates will have to submit: a) their Curriculum Vitae and b) a 200 word manifesto explaining their reasoning to apply for their position of choice by mid-October. Accordingly, the core committee will review the entries and hold interviews with each one of the candidates in the third week of October. The new Executive Committee will be elected and announced during the fourth week of October. The club is obliged to have an elected executive committee every year, except its first year of operations since the founding committee was created in the middle of the academic season.

Article 4: Resignation or abandonment of position Subsection A: Committee Members In the case where a committee member resigns or abandons their position, with the case of the president being an exception to this rule, the existing Committee will allow a position opening and review new applications for an interim replacement, until the next election at the Annual General Meeting (in the case of the Core Committee) or the appointment of the new Executive Committee in October takes place.


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Subsection B: The President In the case where the president resigns, then the Chairman and the new committee will have to appoint the most senior person of the serving Committee, which is most likely to be the vice president (unless he or she also resign), to act as the interim president until the next election. The previous position of the new interim president must be filled based on the procedure described under Subsection A.

Section 4: Committee Subsection A: The Core Committee Article 1: The Chairman The Chairman position will be granted to the outgoing president for one year. The Chairman will be responsible to advise the succeeding president on his strategy, planning and activities.

Article 2: The President The president’s responsibility is to direct the overall vision of the club on a year-to-year basis. He or she has the right to appoint or abolish a member of staff, following the consent of his or her committee’s majority vote.

Article 3: The Directors The directors will administrate the various areas of the Venture Capital and Private Equity Club, such as: general secretarial work; long term planning; development; treasury and so forth. These various functions shall be defined by the committee and should include at a minimum the following roles: •

President

Vice President

Director of Finance

Director of Administrative Matters (to fill the secretary position)

Director of External Relations

Director of Media and Marketing

Director of Events Coordination

Subsection B: The executive committee The executive committee is a parallel system of government, which aims to complement the activities of the core committee, while providing the opportunity to any new members of the University (particularly if they study on one year courses), to participate on the decision making process of the club. To add, the club will benefit from the diverse and specialized experience of these individuals, especially in the case of students that read practical masters, such as: the Master in Business Administration (MBA), MPhil in Technology Policy and so forth. The executive committee is elected by the core committee, as described in Section 3, Article 3, and consists of: •

The director of Development

The director of Innovation

The director of Operations


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Subsection C: The Teams Each director will be eligible to form a team by selecting and appointing his or her own team members. This provision aims to alleviate the operational and administrative activitypressures off of the directors, who will be responsible to plan, implement and monitor the strategy and activity over their area of responsibility. To add, the teams’ scheme is designed to allow individuals, mostly undergraduate students that have not led or were not involved in a society before, to gain new experiences, network and learn from their responsibilities and practice.

Section 5: Advisory Board The role of the advisory board is to guide the general and overall direction of the club. The advisory board will counsel the committee in matters related to markets as well as the venture capital and private equity industries. The board shall consist of members of the Cambridge community, both from the private sector and academia, as well as recognised leaders in respective fields, where venture capital and private equity are widely present or emerging.

Section 6: Fellows Article 1: Ordinary Fellows Ordinary Fellows are individuals that are granted an honorary affiliation with aim to advise, promote and facilitate the orders of business, as stated in the constitution of the Venture Capital and Private Equity Club and other proposals, as articulated by the executive committee of the society. Moreover, Ordinary Fellows must not be members of the advisory board, but nonetheless hold a key position in other organizations, institutions, student societies or any other group along these guidelines. Ordinary Fellowship is granted on a yearly basis and offered to the same individual, if their position remains constant. Otherwise the particular position is offered to their successor. On both occasions a fellowship is only to be granted upon the consent of the executive committee.

Article 2: Lifetime fellows Lifetime fellowship is granted to the founders of the club, previous presidents or committee members and others whose participation has contributed to the activities and goals of the club in an extraordinary manner. To be granted this title, the candidates must be elected and receive the permission of the existing Lifetime Fellows.

Section 7: Members Article 1: General Guidelines for Trial Membership Any member or fellow of the Cambridge University is allowed to register on the mailing list of the Venture Capital and Private Equity Club and attend specific events*, which are to be organized by the society and/or its partner organizations, institutions, societies and other groups of affiliation. *Referring to the events that are free of charge and open for the public to attend.


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Article 2: Members under a subscription fee Individuals, who wish to enroll under the paid subscription, will receive a set of exclusive privileges. To add, since these individuals are formally registered to the society, they are given the right to vote and elect the new Core Committee at the Annual General Meeting. The club Paid membership is divided under two categories: Subsection (A): Members under an annual subscription fee Members can upgrade their subscription for an annual fee of £10, by registering through the Cambridge University Student Union. Individuals that own an annual subscription to the club will be invited to exclusive events and prestigious networking sessions, have a priority to all of the events that are organized by the Venture Capital and Private Equity Club, and receive a special newsletter with specific insights and advise from experts of the VC and PE industries. Subsection (B): Life time Members Lifetime members shall receive all the privileges as enlisted in Section 6: Article 2: Subsection A; after their graduation from the University of Cambridge. The eligibility to apply for a lifetime membership will be restricted to individuals, who: a) Study one (postgraduate) or two-year courses, or alternatively are in their penultimate or ultimate year of studies (as undergraduates or PhD students) at Cambridge University. The cases of faculty or post-docs will also be considered; where appropriate the “lifemembership” will be granted on an honorary basis. b) Are accepted by the executive committee in service, at the time they apply. c) Agree to pay the fee of £80 that is required only once, for their registration.

Section 8: Succession Article 1: The Committee The succession procedure will begin as soon as the new Core Committee is elected. The old committee is responsible to: •

Train the new committee and prepare each of its members for their new roles and responsibilities

Transfer the accumulated notes and contacts, to the members of the new committee

Advise and consult the new committee on their activities and provide feedback, but not intervene, wherever is appropriate

Furthermore, the Executive Committee will be abolished at the end of each academic season. The Executive Committee will be responsible to provide all of their work-related documents to the incoming President and Vice-President, who will consequently pass them to the new Executive Committee once elected in October. Article 2: The Chairman The outgoing president will become the new chairman of the club. If the new president refuses to assume this position then one of the previous presidents or senior committee members must be asked to assume the role. This process shall be repeated until both the


9 outgoing and incoming Core Committee appoints the new chairman. The Chairman will be responsible to: •

Advise and provide feedback, but not intervene, in the activities of the new president

Call an emergency committee meeting if the president is not performing

Appoint an acting president, in conjunction with the Committee, if the president resigns from their position for any reason. In this case an Extraordinary General Meeting must be called for the election of a new president (Section 3, Article 4, Subsection B).

Signed by: Michael Tyrimos Co-Founder/President


vcpec-constitution  

CONSTITUTION Last Review: 24/11/10 A RTICLE 3: T HIRD ORDER OF BUSINESS – S ONNECTING LIKE - MINDED INDIVIDUALS TO THE VC AND 2

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