How to Change a Club Constitution

Club constitutions are not meant to remain unchanged forever. As a club grows, its membership, committee structure, activities or governance arrangements may change, and the constitution may eventually need to be updated.

Changing a club constitution is different from simply changing an ordinary club rule. Constitutional amendments normally need to follow the procedure already set out in the constitution and may require approval by members at an AGM or other general meeting.

This guide explains how to change a club constitution in Ireland, what to check before proposing an amendment, how to give members notice, how the vote should be handled, and what to do after the amendment is approved.

Important: The exact procedure for amending a constitution depends on the wording of your club’s existing constitution and, where relevant, the requirements of a governing body, funder, regulator or legal structure. Always check the current constitution before proceeding.

When might a club need to change its constitution?

A club may need to amend its constitution when its existing rules no longer accurately reflect how the organisation operates.

Common reasons include:

  • changing the club’s objectives
  • changing membership categories or voting rights
  • adding or removing committee positions
  • changing how committee members are elected
  • updating AGM or general meeting procedures
  • changing quorum or voting arrangements
  • updating financial or banking provisions
  • introducing new governance requirements
  • changing the procedure for disciplinary matters
  • updating the dissolution or asset provisions
  • bringing the constitution into line with a governing body’s requirements
  • correcting outdated or unclear wording

A constitution should not be changed simply because a committee member would prefer different wording. A proposed amendment should have a clear reason and should follow the proper process.

Step 1: Check the existing constitution

Before proposing any change, find the club’s current approved constitution.

Look specifically for the section dealing with amendments, alterations, changes to the constitution, or special resolutions.

This section may specify:

  • who can propose an amendment
  • whether the proposal must be submitted in writing
  • how much notice members must receive
  • whether the amendment must be included in the meeting notice or agenda
  • whether it must be considered at an AGM or an Extraordinary General Meeting
  • the majority required for approval
  • who is entitled to vote
  • whether a quorum is required
  • whether the amended constitution must be submitted to another organisation for approval

These requirements can vary considerably between clubs.

For that reason, do not assume that the procedure used by another club automatically applies to yours.

Step 2: Identify exactly what needs to change

Be specific about the proposed amendment.

Instead of proposing a vague motion such as:

“That the constitution be updated.”

identify the exact clause or section that needs to change.

For example:

Current wording:
“The Committee shall consist of a Chairperson, Secretary and Treasurer.”

Proposed wording:
“The Committee shall consist of a Chairperson, Secretary, Treasurer and such additional committee members as may be elected by the members.”

This makes it much easier for members to understand what they are being asked to approve.

For more substantial changes, it can be useful to provide members with both the existing wording and the proposed wording.

Step 3: Check whether the proposed change affects other clauses

Constitutional clauses often work together.

Changing one section may make another section inaccurate or inconsistent.

For example, if a club changes its committee structure, it may also need to review:

  • the list of officer positions
  • election procedures
  • committee quorum
  • voting rights
  • committee meeting procedures
  • duties of officers

Similarly, changing membership or voting rights could affect the rules governing general meetings and elections.

Before putting an amendment to members, read the surrounding sections carefully and check whether related clauses also need to be updated.

Step 4: Check for external requirements

Some clubs operate within additional governance arrangements.

For example, a club may be affiliated with a national governing body, operate under the rules of another organisation, or have obligations connected to funding or its legal structure.

Before approving a constitutional amendment, check whether an external organisation needs to approve or be notified of the change.

This is particularly important where the proposed amendment affects matters such as:

  • the club’s objectives
  • membership
  • governance
  • safeguarding
  • financial arrangements
  • dissolution
  • eligibility for affiliation or funding

If your club is a registered charity or another formally regulated organisation, additional requirements may apply.

Step 5: Follow the notice requirements

The constitution should tell you how much notice members must receive and how constitutional amendments must be notified.

If a proposed amendment needs to be considered at an AGM, make sure it is included in the appropriate meeting notice and agenda within the required timeframe.

Do not rely on mentioning the amendment casually during the meeting if the constitution requires advance notice.

Members should have a reasonable opportunity to understand the proposed change before they are asked to vote on it.

For guidance on preparing the meeting itself, see our Club AGM Agenda Template and AGM Minutes Template for a Club.

Step 6: Prepare the proposed amendment

Prepare the amendment in a form that can be presented clearly to members.

A useful format is:

Proposed Constitutional Amendment

Clause: [Clause number]

Current wording:
[Existing wording]

Proposed wording:
[New wording]

Reason for amendment:
[Brief explanation]

This approach gives members three important pieces of information:

  1. What the constitution currently says
  2. What is proposed instead
  3. Why the change is being proposed

For a straightforward amendment, a short explanation may be enough. For a substantial change, the committee may want to provide a fuller written explanation in advance.

Step 7: Put the amendment to the appropriate meeting

The amendment should be considered at the type of meeting specified by the constitution.

This may be:

  • the Annual General Meeting
  • an Extraordinary General Meeting
  • another properly convened General Meeting

The constitution should determine which meeting is appropriate.

The chairperson should make sure the proposed amendment is presented clearly and that members have an opportunity to consider it in accordance with the club’s procedures.

Step 8: Vote on the proposed amendment

The voting requirement will depend on the club’s constitution.

Some constitutions require a special or enhanced majority for constitutional amendments rather than an ordinary simple majority.

For example, a constitution might require two-thirds of votes cast. However, clubs should not assume that a two-thirds majority is universally required.

The actual requirement is whatever the club’s constitution or applicable rules provide.

The meeting should also follow the constitution’s requirements regarding:

  • who is entitled to vote
  • quorum
  • voting method
  • proxies, if permitted
  • whether the chairperson has a casting vote
  • how the result is determined

If the required majority is not achieved, the amendment has not been approved.

Step 9: Record the decision in the minutes

The outcome should be recorded carefully in the meeting minutes.

The minutes should identify:

  • the constitutional amendment considered
  • the relevant clause
  • the proposed change
  • the outcome of the vote
  • whether the required majority was achieved

Where appropriate, the minutes can also record the proposer and seconder of the motion.

The minutes should provide a clear record of what members actually approved.

Our [AGM Minutes Template for a Club] can be adapted for recording constitutional amendments and other AGM decisions.

Step 10: Update the official constitution

Once the amendment has been properly approved, update the club’s working copy of the constitution.

Make sure:

  • the new wording is inserted correctly
  • old wording is removed or clearly superseded
  • clause numbering remains consistent
  • cross-references still work
  • dates and other references are updated where necessary
  • the approved version is clearly identified

It is a good idea to retain the previous version rather than simply deleting it.

The club should have a clear record showing which version was approved and when.

Step 11: Keep evidence of the amendment

Good governance means keeping a record of the constitutional change.

Depending on the club’s circumstances, this might include:

  • the proposed amendment
  • the meeting notice
  • the AGM or general meeting agenda
  • the meeting minutes
  • voting records where relevant
  • the final amended constitution
  • any correspondence with a governing body or other organisation

These records can be useful if questions arise later about when a particular rule was introduced or whether the correct procedure was followed.

Step 12: Tell the people who need the updated version

Once the constitution has been amended, make sure the current version is available to the relevant people.

This may include:

  • committee members
  • club officers
  • members
  • the club secretary
  • a governing body
  • a bank or funding organisation, where relevant

The club should avoid having multiple unofficial versions of its constitution circulating.

If the constitution is published on the club website, replace the old version with the current approved version.

Can a club change its constitution at an AGM?

Yes, a club may be able to amend its constitution at an AGM if its constitution allows amendments to be considered there and the required notice and voting procedures are followed.

Many clubs deal with constitutional amendments as part of their AGM business.

However, the AGM date alone does not make an amendment valid. The club still needs to follow the amendment procedure contained in its constitution.

Does changing a constitution require a vote?

Usually, yes.

A constitutional amendment will generally need to be approved through the decision-making procedure specified in the constitution.

The required majority can vary. Some constitutions require a special majority, while others may use different wording or procedures.

Always check the actual constitutional clause before advising members how an amendment should be approved.

Can a committee change the club constitution by itself?

Generally, a committee should not assume that it can change the constitution simply by passing a committee decision.

A constitution normally establishes the rules under which the club itself is governed, including the process for changing those rules.

If the amendment clause requires approval by members at a general meeting, the committee cannot bypass that process.

The existing constitution should always be checked first.

What if the constitution does not say how it can be changed?

This can be more complicated.

Do not simply invent an amendment procedure and assume it is valid.

The club should consider its legal structure, existing governance arrangements and any applicable rules from a governing body or other organisation. For significant issues, professional legal or governance advice may be appropriate.

What happens if the amendment is rejected?

If members do not approve the proposed amendment by the required majority, the existing constitution remains in force.

The committee can reconsider the proposal, make changes to the wording and, where permitted, bring a revised proposal to a future properly convened meeting.

What if the proposed amendment changes the whole constitution?

Sometimes a club’s constitution has become so outdated that making individual amendments is no longer practical.

In that situation, the club may consider replacing the existing constitution with a substantially revised version.

This should be treated carefully.

Members should be given a clear copy of the proposed new constitution and sufficient information to understand what is changing. The club should then follow the procedure required by its existing constitution and any applicable external requirements.

Keeping a clear record of the approval process is particularly important when replacing an entire constitution.

Common mistakes when changing a club constitution

Changing the constitution without checking the amendment clause

The first step should always be checking the existing constitution.

Failing to give proper notice

If members need advance notice of a proposed amendment, simply raising it at a meeting may not be sufficient.

Using unclear wording

A constitutional amendment should be precise enough that members understand exactly what will change.

Changing one clause without checking related clauses

Constitutions contain interconnected provisions. A change to one section may affect others.

Assuming every amendment needs a two-thirds majority

The required voting threshold depends on the constitution and applicable rules.

Not recording the decision properly

The minutes should provide a clear record of the amendment and its outcome.

Continuing to use an old version

Once an amendment has been properly approved, the club should ensure that its official constitution is updated and that obsolete versions are not treated as current.

Club constitution amendment checklist

Before changing your club constitution, check that you have:

  • Located the current approved constitution
  • Read the amendment procedure
  • Identified the exact clause being changed
  • Checked related clauses
  • Checked any governing-body or external requirements
  • Written the proposed amendment clearly
  • Explained the reason for the change
  • Followed the required notice period
  • Included the amendment in the meeting documentation
  • Held the correct type of general meeting
  • Confirmed the meeting is quorate
  • Followed the correct voting procedure
  • Achieved the required majority
  • Recorded the decision in the minutes
  • Updated the official constitution
  • Saved the previous version and supporting records
  • Circulated or submitted the updated constitution where necessary

Final thoughts

Changing a club constitution does not have to be complicated, but it should be handled carefully.

The most important rule is simple: start with the club’s existing constitution and follow the amendment procedure it sets out.

Give members proper notice, make the proposed wording clear, use the correct meeting and voting procedure, and keep a proper record of the decision.

If your club’s constitution is outdated and you are considering a broader rewrite, see our [How to Write a Constitution for a Club] guide.

If you need a starting point for creating or updating your club’s governing document, see our [Club Constitution Template].

Frequently Asked Questions

How do you change a club constitution?

Start by checking the amendment procedure in the existing constitution. Identify the proposed change, prepare the new wording, give members the required notice, present the amendment at the appropriate general meeting, obtain the required majority and record the decision in the minutes. The constitution should then be updated and the new version retained as the current approved copy.

Can a club constitution be changed at an AGM?

Often, yes, but it depends on the club’s constitution. If constitutional amendments can be considered at an AGM, the club must still follow the required notice, quorum and voting procedures.

How many votes are needed to change a club constitution?

There is no single voting threshold that applies to every club. The required majority should be stated in the club’s constitution or applicable rules. Some constitutions require a special majority, such as two-thirds.

Can a club committee change its constitution?

A committee should not assume that it can amend the constitution itself. If the constitution requires approval by members at a general meeting, that procedure must be followed.

Do members need advance notice of a constitutional amendment?

If the constitution requires advance notice, members must be given notice in the manner and timeframe specified. The proposed amendment should normally be clearly identified in the meeting documentation.

Should a constitutional amendment be recorded in the AGM minutes?

Yes. The minutes should record the amendment considered and the outcome of the vote, providing a clear record of the decision.

What should a club do after changing its constitution?

Update the official constitution, clearly identify the new version, retain the previous version and meeting records, and provide the updated document to any members or external organisations that need it.

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