Constitution

NUMERALLA & DISTRICT ACTIVITIES INC.

Constitution

Under the Associations Incorporation Act 2009

 

 

Australian Business Number (ABN)

72 590 980 690

Date of Incorporation

14/01/1987

Incorporation Number

Y01614-07

This version of the constitution developed in 2012 and adopted at the AGM on 18/10/2012 and subject to minor edits following the 2013 AGM on 24/10/2013

 

 

Contents

Part 1 – Preliminary

1   Definitions 3

Part 2 – Committee membership

2   Association and committee membership generally. 4

3   Nomination for committee membership. 4

4   Cessation of committee membership. 4

5   Committee membership entitlements not transferable. 5

6   Resignation of committee membership. 5

7   Register of committee members 5

8   Fees and subscriptions 6

9   Committee members’ liabilities 6

10   Resolution of disputes 6

11   Disciplining of committee members 6

12   Right of appeal of disciplined committee member 7

Part 3 – The committee

13   Powers of the committee. 8

14   Composition of the committee and executive committee. 8

15   Election of committee members and executive committee. 8

16   Secretary. 9

17   Treasurer 9

18   Casual vacancies 9

19   Removal of committee members 10

20   Committee meetings and quorum.. 10

21   Delegation by committee to sub-committee. 11

22   Voting and decisions 11

Part 4 – General meetings

23   Annual general meetings – holding of 12

24   Annual general meetings – calling of and business at 12

25   Special general meetings – calling of 12

26   Notice. 13

27   Quorum for general meetings 13

28   Presiding committee member 14

29   Adjournment 14

30   Making of decisions 14

31   Special resolutions 14

32   Voting. 14

33   Appointment of Proxies 15

34   Postal ballots 15

Part 5 – Miscellaneous

35   Insurance. 16

36   Funds – source. 16

37   Funds – management 16

38   Change of name, objects and constitution. 16

39   Custody of books etc. 16

40   Inspection of books etc. 16

41   Service of notices 17

42   Financial year 17

 

Appendix 1 Application for committee membership of association. 18

Appendix 2 Form of Appointment of Proxy. 18


Part 1 – Preliminary

1. Definitions

(1)  In this constitution:

Director-General means the Director-General of the Department of Services, Technology and Administration.

Associate, committee member and executive committee member are as described in Part 2.

secretary means:

(a)  the person holding office under this constitution as secretary of the association, or

(b)  if no such person holds that office – the public officer of the association.

special general meeting means a general meeting of the association other than an annual general meeting.

the Act means the Associations Incorporation Act 2009.

the Regulation means the Associations Incorporation Regulation 2010.

NDAI means Numeralla and District Activities Incorporated, or Numeralla and District Activities Inc.

Association means Numeralla and District Activities Inc. otherwise known as  NDAI.

(2)  In this constitution:

(a)  a reference to a function includes a reference to a power, authority and duty, and

(b)  a reference to the exercise of a function includes, if the function is a duty, a reference to the performance of the duty.

(3)  The provisions of the Interpretation Act 1987 apply to and in respect of this constitution in the same manner as those provisions would so apply if this constitution were an instrument made under the Act.

(4) ObjectsNDAI is formed to represent, promote, facilitate and further the needs, welfare and interests of the residents and land-holders within the defined area.

(5) Area & Districts – the defined area represents people residing or owning property in the villages of Numeralla, Peak View, Countegany and surrounding districts. This area shall be divided into five districts being: –

(1) NUMERALLA – comprising the area within a radius of 1.6 km of the Numeralla telephone exchange.

(2) NORTH EAST – Outside Numeralla between the right* (east) bank of the Numeralla River north of Numeralla and the Numeralla-Braidwood road.

(3) NORTH WEST – Outside Numeralla between the left* (west) bank of the Numeralla River north of Numeralla and the Numeralla-Cooma road.

(4) SOUTH EAST – Outside Numeralla between the right* (east) bank of the Numeralla River south of Numeralla and the Numeralla-Braidwood road.

(5) SOUTH WEST – Outside Numeralla between the left* (west) bank of the Numeralla River south of Numeralla and the Numeralla-Cooma road.

* River left and right banks are relative to the direction of river flow.
Part 2 – Committee membership

2. Association and committee membership generally

(1)  A person is an associate of the association if:

(a)  the person is a natural person, and

(b) is resident and/or a land holder, over the age of eighteen years, within the defined area, and

(c) they have not resigned or been excluded as an associate in accordance with clause 4.

(2)  A person is eligible to be a committee member of the association if:

(a)  they are an associate of the association, and

(b) the person is over eighteen (18) years of age, and

(b)  the person has been nominated and elected for committee membership of the association in accordance with clause 3.

3. Nomination for committee membership

Only associates are eligible for committee membership. Where a committee membership vacancy exists, nomination of an associate for committee membership must be made by an associate either:

(1) in writing, preferably using the form set out in Appendix 1 to this constitution, and must be lodged with the secretary of the association:

(a)  As soon as practicable after receiving a nomination for committee membership, the secretary must refer the nomination to the committee membership which is to determine whether to approve or to reject the nomination.

(b)  As soon as practicable after the committee membership makes that determination, the secretary must:

(i)   notify the nominee, in writing, that the committee membership approved or rejected the nomination (whichever is applicable), and

(ii)  if the committee membership approved the nomination, request the nominee to pay (within the period of 28 days after receipt by the nominee of the notification) the sum payable under this constitution by a committee member as entrance fee and annual subscription.

(c)  The secretary must, on payment by the nominee of the amounts referred to in subclause (3) (b) within the period referred to in that provision, enter or cause to be entered the nominee’s name in the register of committee members and, on the name being so entered, the nominee becomes a committee member of the association.

OR

(2) verbally by an associate at a general meeting of the association where

(a)  the nominee is present, and.

(a)  the nomination is seconded by another associate at the meeting, and

(c) the nominee accepts or declines the nomination at that meeting, and

(d) the nominee is elected as a committee member at the general meeting in accordance with Clause 15 below.

4. Cessation of committee membership or association

A person ceases to be a committee member and/or associate of the association if the person:

(a)  dies, or

(b)  resigns committee membership and/or association in accordance with Clause 6, or

(c)  is expelled from the association, or

(d)  fails to pay the annual committee membership fee under clause 8 (2) within 3 months after the fee is due.

5. Committee membership entitlements not transferable

A right, privilege or obligation which a person has by reason of being a committee member of the association:

(a)  is not capable of being transferred or transmitted to another person, and

(b)  terminates on cessation of the person’s committee membership.

6. Resignation of committee membership or association

(1)  A committee member or associate of the association may resign as a committee member or associate of the association by first giving to the secretary written notice of at least one month (or such other period or method as the committee may determine) of the committee member or associate’s intention to resign and, on the expiration of the period of notice, the committee member and/or associate ceases to be a committee member and/or associate.

(2)  If a committee member or associate of the association ceases to be a committee member or associate under subclause (1), and in every other case where a committee member or associate ceases to hold committee membership or associate status, the secretary must make an appropriate entry in the register of committee members recording the date on which the committee member ceased to be a committee member.

7. Register of committee members

(1)  The secretary of the association must establish and maintain a register of committee members of the association specifying the name and postal or residential address of each person who is a committee member of the association together with the date on which the person became a committee member.

(2)  The register of committee members must be kept in New South Wales:

(a) at the main premises of the association, or

(b) if the association has no premises, at the association’s official address,

(c) if either (a) or (b) are unsuitable, the secretary must keep the register with the other records of the association,

(d) the register of committee members must be made available to the public officer as required.

(3)  The register of committee members must be open for inspection, free of charge, by any committee member of the association at any reasonable hour.

(4)  An associate of the association may obtain a copy of any part of the register on payment of a fee in accordance with the association’s Schedule of Rates.

(5)  If a committee member requests that any information contained on the register about the committee member (other than the committee member’s name) not be available for inspection, that information must not be made available for inspection.

(6)  A committee member must not use information about a person obtained from the register to contact or send material to the person, other than for:

(a)  the purposes of sending the person a newsletter, a notice in respect of a meeting or other event relating to the association or other material relating to the association, or

(b)  any other purpose necessary to comply with a requirement of the Act or the Regulation.

8. Fees and subscriptions

(1)  A committee member of the association must, on notification of admission to committee membership, pay to the association a fee in accordance with the association’s Schedule of Rates.

9. Committee members’ liabilities

The liability of a committee member of the association to contribute towards the payment of the debts and liabilities of the association or the costs, charges and expenses of the winding up of the association is limited to the amount, if any, unpaid by the committee member in respect of committee membership of the association as required by clause 8.

10. Resolution of disputes

(1)  A dispute between a committee member and another committee member (in their capacity as committee members) of the association, or a dispute between a committee member or committee members and the association, are to be referred to a community justice centre for mediation under the Community Justice Centres Act 1983.

(2)  If a dispute is not resolved by mediation within 3 months of the referral to a community justice centre, the dispute is to be referred to arbitration.

(3)  The Commercial Arbitration Act 1984 applies to any such dispute referred to arbitration.

11. Disciplining of committee members

(1)  A complaint may be made to the committee by any person that a committee member of the association:

(a)  has refused or neglected to comply with a provision or provisions of this constitution, or

(b)  has wilfully acted in a manner prejudicial to the interests of the association.

(2)  The committee may refuse to deal with a complaint if it considers the complaint to be trivial or vexatious in nature.

(3)  If the committee decides to deal with the complaint, the committee:

(a)  must cause notice of the complaint to be served on the committee member concerned, and

(b)  must give the committee member at least 14 days from the time the notice is served within which to make submissions to the committee in connection with the complaint, and

(c)  must take into consideration any submissions made by the committee member in connection with the complaint.

(4)  The committee may, by resolution, expel the committee member from the association or suspend the committee member from committee membership of the association if, after considering the complaint and any submissions made in connection with the complaint, it is satisfied that the facts alleged in the complaint have been proved and the expulsion or suspension is warranted in the circumstances.

(5)  If the committee expels or suspends a committee member, the secretary must, within 7 days after the action is taken, cause written notice to be given to the committee member of the action taken, of the reasons given by the committee for having taken that action and of the committee member’s right of appeal under clause 12.

(6)  The expulsion or suspension does not take effect:

(a)  until the expiration of the period within which the committee member is entitled to appeal against the resolution concerned, or

(b)  if within that period the committee member exercises the right of appeal, unless and until the association confirms the resolution under clause 12, whichever is the later.

12. Right of appeal of disciplined committee member

(1)  A committee member may appeal to the association at a general meeting against a resolution of the committee under clause 11, within seven (7) days after notice of the resolution is served on the committee member, by lodging with the secretary a notice to that effect.

(2)  The notice may, but need not, be accompanied by a statement of the grounds on which the committee member intends to rely for the purposes of the appeal.

(3)  On receipt of a notice from a committee member under subclause (1), the secretary must notify the committee which is to convene a general meeting of the association to be held within twenty eight (28) days after the date on which the secretary received the notice.

(4)  At a general meeting of the association convened under subclause (3):

(a)  no business other than the question of the appeal is to be transacted, and

(b)  the committee and the committee member must be given the opportunity to state their respective cases orally or in writing, or both, and

(c)  the committee members present are to vote by secret ballot on the question of whether the resolution should be confirmed or revoked.

(5)  The appeal is to be determined in accordance with clause, 22 Voting and Decisions, clause 30, Making of Decisions and clause 32, Voting.

Part 3 – Committee members and the committee

13. Powers of the committee

Subject to the Act, the Regulation and this constitution and to any resolution passed by the association in general meeting, the committee:

(a)  is to control and manage the affairs of the association, and

(b)  may exercise all such functions as may be exercised by the association, other than those functions that are required by this constitution to be exercised by a general meeting of committee members and associates of the association, and

(c)  has power to perform all such acts and do all such things as appear to the committee to be necessary or desirable for the proper management of the affairs of the association.

14. Composition of the committee and executive committee

(1) A minimum of two committee members is preferred to nominally represent each of the defined districts,

(2)  The executive committee is to consist of the office-bearers of the association,

(3)  The total number of executive committee members is to be three (3).

(4)  The office-bearers of the association are as follows:

(a)  the president,

(b)  the treasurer,

(c)  the secretary.

(5)  A committee member may hold up to two executive offices.

(a)  Voting rights of the members of the executive committee are one vote per person, and not per role.

(6)  Committee members representing each defined district are elected for a period of two terms. It is preferred that at least two committee members represent each district and are elected and appointed at alternate elections.

(7)  Executive committee members are encouraged to, but are not required to, represent one of the defined districts.

(8)  Each executive committee member of the committee is, subject to this constitution, to hold office until the conclusion of the annual general meeting following the date of the committee member’s election, but is eligible for re-election.

15. Election of committee members and executive committee

(1)  Nominations of candidates for election as committee members or executive committee members of the association must be in accordance with Clause 3 above.

(2)  If insufficient nominations are received to fill all vacancies, the candidates nominated are taken to be elected and further nominations are to be received at the annual general meeting.

(3)  If insufficient further nominations are received, any vacant positions remaining on the committee or executive committee are taken to be casual vacancies.

(4)  If the number of nominations received is equal to the number of vacancies to be filled, the persons nominated are taken to be elected.

(5)  If the number of nominations received exceeds the number of vacancies to be filled, a ballot is to be held.

(6)  The ballot for the election of committee members and executive committee members is to be conducted at the annual general meeting in such usual and proper manner as the committee may direct.

(7)  A person nominated as a candidate for election as a committee member and/or office-bearer of the association must be an associate of the association as per Clause 3.

(8) Committee members and office bearers are elected by associates of the association.

16. Secretary

(1)  The secretary of the association must, as soon as practicable after being appointed as secretary, lodge notice with the association of his or her address.

(2)  It is the duty of the secretary to keep minutes of:

(a) all appointments of executive committee members and committee members, and

(b)  the names of committee members of the committee present at a committee meeting or a general meeting, and

(c)  all proceedings at committee meetings and general meetings.

(3)  Minutes of proceedings of a meeting must be acknowledged as true and correct by a motion at the following meeting, subject to any corrections identified.

17. Treasurer

It is the duty of the treasurer of the association to ensure:

(a)  that all money due to the association is collected and received and that all payments authorised by the association are made, and

(b)  that correct books and accounts are kept showing the financial affairs of the association, including full details of all receipts and expenditure connected with the activities of the association.

18.Casual vacancies

(1)  In the event of a casual vacancy occurring in either the committee or the executive committee membership, the committee may appoint an associate of the association to fill the vacancy and the committee member so appointed is to hold office, subject to this constitution, until the conclusion of the annual general meeting next following the date of the appointment.

(2)  A casual vacancy occurs if the committee member:

(a)  dies, or

(b)  ceases to be a committee member of the association, or

(c)  becomes an insolvent under administration within the meaning of the Corporations Act 2001 of the Commonwealth, or

(d)  resigns office by notice in writing given to the secretary, or

(e)  is removed from office under clause 19, or

(f)  becomes a mentally incapacitated person, or

(g)  is absent without the consent of the committee from 3 consecutive meetings of the committee, or

(h)  is convicted of an offence involving fraud or dishonesty for which the maximum penalty on conviction is imprisonment for not less than 3 months, or

(i)   is prohibited from being a director of a company under Part 2D.6 (Disqualification from managing corporations) of the Corporations Act 2001 of the Commonwealth.

19. Removal of committee members

(1)  The association at a general meeting may by resolution remove any committee member of the association from the committee before the expiration of the committee member’s term and may by resolution appoint another person to hold office until the expiration of the term of office of the committee member so removed.

(2)  If a committee member to whom a proposed resolution referred to in subclause (1) relates makes representations in writing to the secretary or president (not exceeding a reasonable length) and requests that the representations be notified to the committee members of the association, the secretary or the president may send a copy of the representations to each committee member of the association or, if the representations are not so sent, the committee member is entitled to require that the representations be read out at the meeting at which the resolution is considered.

20. Committee meetings and quorum

(1)  The committee membership should meet at least six times in each period of twelve months, inclusive of the AGM, at such place and time as the committee may determine.

(2)  Additional meetings of the committee may be convened by the president or by any committee member.

(3)  Oral or written notice of a meeting of the committee membership must be given by the secretary to each committee member at least 48 hours (or such other period as may be unanimously agreed on by the committee members) before the time appointed for the holding of the meeting.

(4)  Notice of a meeting given under subclause (3) must specify the general nature of the business to be transacted at the meeting and no business other than that business is to be transacted at the meeting, except business which the committee members present at the meeting unanimously agree to treat as urgent business.

(5)  Any four committee members constitute a quorum for the transaction of the business of a meeting of the committee.

(6)  No business is to be transacted by the committee membership unless a quorum is present and if, within half an hour of the time appointed for the meeting, a quorum is not present, the meeting is to stand adjourned to the same place and at the same hour of the same day in the following week.

(7)  If at the adjourned meeting a quorum is not present within half an hour of the time appointed for the meeting, the meeting is to be dissolved.

(8)  At a meeting of the committee membership:

(a)  the president or, in the president’s absence, the vice-president is to preside, or

(b)  if the president and the vice-president are absent or unwilling to act, such one of the remaining committee members as may be chosen by the committee members present at the meeting is to preside.

(9)  Associates are to be encouraged to attend and contribute to any discussion.

21. Delegation by committee membership to sub-committee

(1)  The committee may delegate to one or more sub-committees, consisting of such committee members or associates of the association as the committee thinks fit, the exercise of such of the functions as are specified in the instrument, other than:

(a)  this power of delegation, and

(b)  a function which is a duty imposed on the committee by the Act or by any other law.

(c) in addition to any other purpose deemed necessary, sub committees may be formed for the purpose of running such events as markets, folk festivals, fishing competitions etc.

(2)  A function, the exercise of which has been delegated to a sub-committee under this clause, may, while the delegation remains unrevoked, be exercised from time to time by the sub-committee in accordance with the terms of the delegation.

(3)  A delegation under this clause may be made subject to such conditions or limitations as to the exercise of any function, or as to time or circumstances, as may be specified in the instrument of delegation.

(4)  Despite any delegation under this clause, the committee membership may continue to exercise any function delegated.

(5)  Any act or thing done or suffered by a sub-committee acting in the exercise of a delegation under this clause has the same force and effect as it would have if it had been done or suffered by the committee membership.

(6)  The committee may, by instrument in writing, revoke wholly or in part any delegation under this clause.

(7)  A sub-committee may meet and adjourn as it thinks proper.

22. Voting and decisions

(1)  Questions arising at a meeting of the committee membership, or of any sub-committee appointed, are to be determined by a majority of the votes of committee or sub-committee members present at the meeting.

(2)  Each committee member present at a meeting is entitled to one vote but, in the event of an equality of votes on any question, the person presiding may exercise a second or casting vote.

(3)  Subject to clause 20 (5), the committee membership or committee may act despite any vacancy on the committee.

(4)  Any act or thing done or suffered, or purporting to have been done or suffered, by the committee membership, or by the committee or by a sub-committee appointed by the committee, is valid and effectual despite any defect that may afterwards be discovered in the appointment or qualification of any committee member of the committee or sub-committee.

(5)        Associates only have voting rights at subcommittee meetings if appointed to that subcommittee.
Part 4 – General meetings

General meetings are of two types as outlined below, Annual and Special.

23. Annual general meetings – holding of

(1)  The association must hold its first annual general meeting within 18 months after its registration under the Act.

(2)  The association must hold its annual general meetings:

(a)  within 6 months after the close of the association’s financial year, or

(b)  within such later time as may be allowed by the Director-General or prescribed by the Regulation.

24. Annual general meetings – calling of and business at

(1)  The annual general meeting of the association is, subject to the Act and to clause 23, to be convened on such date and at such place and time as the committee thinks fit.

(2)  In addition to any other business which may be transacted at an annual general meeting, the business of the association annual general meeting is to include the following:

(a)  to confirm the minutes of the last preceding annual general meeting and of any special general meeting held since that meeting,

(b)  to receive from the committee  and any sub committees, reports on the activities of the association during the last preceding financial year,

(c) to elect committee members and executive committee members of the association

Note that once committee members have been stood down prior to the election, new committee members and committee members are elected by associates as per clause 3 and clause 15.

(d) to receive and consider any financial statement or report required to be submitted to committee members under the Act by the treasurer or their proxy.

(e) The treasurer or their proxy must move a motion at the AGM that the association books are audited. If there is no second, or the motion is voted down, no audit is required.

(f)  The secretary shall provide a report on any current trusteeships involving the association.

(g)  The secretary shall provide a report on any current lease agreements involving the association.

(h)  The association’s Schedule of Rates must be reviewed at least at the AGM and any revisions must be the result of an appropriate motion.

(3) An annual general meeting must be specified as such in the notice convening it.

25. Special general meetings – calling of

(1)  The committee may, whenever it thinks fit, convene a special general meeting of the association.

(2)  The committee must, on the requisition in writing of at least four committee members of the total number of committee members, convene a special general meeting of the association.

(3)  A requisition of committee members for a special general meeting:

(a)  must state the purpose or purposes of the meeting, and

(b)  must be signed by the committee members making the requisition, and

(c)  must be lodged with the secretary, and

(d)  may consist of several documents in a similar form, each signed by one or more of the committee members making the requisition.

(4)  If the committee fails to convene a special general meeting to be held within one (1) month after that date on which a requisition of committee members for the meeting is lodged with the secretary, any one or more of the committee members who made the requisition may convene a special general meeting to be held not later than three months after that date.

(5)  A special general meeting convened by a committee member or committee members as referred to in subclause (4) must be convened as nearly as is practicable in the same manner as general meetings are convened by the committee.

26. Notice

(1)  Except if the nature of the business proposed to be dealt with at a general meeting requires a special resolution of the association, the secretary must, at least fourteen (14) days before the date fixed for the holding of the general meeting, give a notice to each committee member specifying the place, date and time of the meeting and the nature of the business proposed to be transacted at the meeting.

In addition, as many associates of the association must be notified as is practical. Typically, this is done via email and/or a posting the association calendar and/or website.

(2)  If the nature of the business proposed to be dealt with at a general meeting requires a special resolution of the association, the secretary must, at least twenty one (21) days before the date fixed for the holding of the general meeting, cause notice to be given to each committee member specifying, in addition to the matter required under subclause (1), the intention to propose the resolution as a special resolution.

(3)  No business other than that specified in the notice convening a general meeting is to be transacted at the meeting except, in the case of an annual general meeting, business which may be transacted under clause 24 (2).

(4)  A committee member or associate desiring to bring any business before a general meeting may give notice in writing of that business to the secretary who must include that business in the next notice calling a general meeting given after receipt of the notice from the committee member or associate.

27. Quorum for general meetings

(1)  No item of business is to be transacted at a general meeting unless a quorum of committee members entitled under this constitution to vote is present during the time the meeting is considering that item.

(2)  Five (5) committee members present constitute a quorum for the transaction of the business of a general meeting.

(3)  If within half an hour after the appointed time for the commencement of a general meeting a quorum is not present, the meeting:

(a)  if convened on the requisition of committee members, is to be dissolved, and

(b)  in any other case, is to stand adjourned to the same day in the following week at the same time and (unless another place is specified at the time of the adjournment by the person presiding at the meeting or communicated by written notice to committee members given before the day to which the meeting is adjourned) at the same place.

(4)  If at the adjourned meeting a quorum is not present within half an hour after the time appointed for the commencement of the meeting, the committee members present (being at least three (3)) are to constitute a quorum.

28. Presiding committee member

(1)  If the president is absent or unwilling to act, the committee members present must elect one of their number to preside as chairperson at the meeting.

29. Adjournment

(1)  The chairperson of a general meeting at which a quorum is present may, with the consent of the majority of committee members present at the meeting, adjourn the meeting from time to time and place to place, but no business is to be transacted at an adjourned meeting other than the business left unfinished at the meeting at which the adjournment took place.

(2)  If a general meeting is adjourned for fourteen (14) days or more, the secretary must give written or oral notice of the adjourned meeting to each committee member of the association stating the place, date and time of the meeting and the nature of the business to be transacted at the meeting.

(3)  Except as provided in subclauses (1) and (2), notice of an adjournment of a general meeting or of the business to be transacted at an adjourned meeting is not required to be given.

30. Making of decisions

(1)  A question arising at a general meeting of the association is to be determined by either:

(a)  a show of hands, or

(b)  if on the motion of the chairperson, or if five (5) or more committee members present at the meeting decide that the question should be determined by a written ballot, a written ballot.

(2)  If the question is to be determined by a show of hands, a declaration by the chairperson that a resolution has, on a show of hands, been carried or carried unanimously or carried by a particular majority or lost, with an entry to that effect in the meeting minutes of the association, is evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against that resolution.

(3)  If the question is to be determined by a written ballot, the ballot is to be conducted in accordance with the directions of the chairperson.

(4)  Associates have equal voting rights to committee members at general meetings of the association.

31. Special resolutions

A special resolution may only be passed by the association in accordance with section 39 of the Act.

32. Voting

(1)  On any question arising at a general meeting of the association a committee member and/or associate has one vote only.

(2)  In the case of an equality of votes on a question at a general meeting, the chairperson of the meeting is entitled to exercise a second or casting vote.

(3)  A committee member is not entitled to vote at any general meeting of the association unless all money due and payable by the committee member to the association has been paid.

(4) Associates are only able to vote to elect committee members and executive committee members.

33. Appointment of proxies

(1) Each committee member is entitled to appoint another committee member as proxy by notice given to the secretary no later than twenty four (24) hours before the time of the meeting in respect of which the proxy is appointed.

(2) The notice appointing the proxy is to be in the form set out in Appendix 2 to these rules

34. Postal ballots

(1)  The association may hold a postal ballot to determine any issue or proposal (other than an appeal under clause 12).

(2)  A postal ballot is to be conducted in accordance with Schedule 3 to the Regulation.

Part 5 – Miscellaneous

35. Insurance

The association may effect and maintain insurance as it sees fit.

36. Funds – source

(1)  The funds of the association are to be derived from entrance fees and annual subscriptions of committee members, donations and, subject to any resolution passed by the association in general meeting, such other sources as the committee determines.

(2)  All net monies received by the association must be deposited as soon as practicable and without deduction to the credit of the association’s bank or other authorised deposit-taking institution account.

(1)  Any monies removed for the purpose of floats, ‘topping up’ of resources, etc must be documented.

(3)  The association must, as soon as practicable after receiving any money, issue an appropriate receipt.

37. Funds – management

(1)  Subject to any resolution passed by the association in general meeting, the funds of the association are to be used in pursuance of the objects of the association in such manner as the committee determines.

(2)  All cheques, drafts, bills of exchange, promissory notes and other negotiable instruments must be signed by any two (2) committee members of the committee of the association, being committee members authorised to do so by the committee.

(3)  The association shall maintain a Schedule of Rates listing all fees, reimbursements, etc, as the committee see fit.

38. Change of name, objects and constitution

An application to the Director-General for registration of a change in the association’s name, objects or constitution in accordance with section 10 of the Act is to be made by the public officer or a committee member.

39. Custody of books etc

Except as otherwise provided by this constitution, the public officer must keep in his or her custody or under his or her control all records, books and other documents relating to the association.

40. Inspection of books etc

(1)  The following documents must be open to inspection, free of charge, by a committee member of the association at any reasonable hour:

(a)  records, books and other financial documents of the association,

(b)  this constitution,

(c)  minutes of all committee meetings and general meetings of the association.

(2)  An associate of the association may obtain a copy of any of the documents referred to in subclause (1) on payment of a fee in accordance with the Schedule of Rates.

41. Service of notices

(1)  For the purpose of this constitution, a notice may be served on or given to a person:

(a)  by delivering it to the person personally, or

(b)  by sending it by pre-paid post to the address of the person, or

(c)  by sending it by facsimile transmission or some other form of electronic transmission to an address specified by the person for giving or serving the notice.

(2)  For the purpose of this constitution, a notice is taken, unless the contrary is proved, to have been given or served:

(a)  in the case of a notice given or served personally, on the date on which it is received by the addressee, and

(b)  in the case of a notice sent by pre-paid post, on the date when it would have been delivered in the ordinary course of post, and

(c)  in the case of a notice sent by facsimile transmission or some other form of electronic transmission, on the date it was sent or, if the machine from which the transmission was sent produces a report indicating that the notice was sent on a later date, on that date.

42. Financial year

The financial year of the association is:

(a)  the period of time commencing on the date of incorporation of the association and ending on the following 30 September, and

(b)  each period of 12 months after the expiration of the previous financial year of the association, commencing on 1 October and ending on the following 30 September.


Appendix 1

Application for Committee Membership of the Association

 

Numeralla and District Activities Inc

Incorporated (incorporated under the Associations Incorporation Act 2009)

I, ……………………………………………………………………………………………………………………

[full name of applicant]

of …………………………………………………………………………………………………………………..

[address]

………………………………………………………………………………………………………………………

[occupation]

hereby apply to become a committee member of the above named incorporated association. In the event of my admission as a committee member, I agree to be bound by the constitution of the association for the time being in force.

……………………………………………………………………………..………………………………………
Signature of applicant                                                                      Date

I, ……………………………………………………………………………………………………………………

[full name]

a committee member of the association, nominate the applicant for committee membership of the association.

……………………………………………………………………………..………………………………………
Signature of proposer                                                                      Date

I, ……………………………………………………………………………………………………………………

[full name]

a committee member of the association, second the nomination of the applicant for committee membership of the association.

……………………………………………………………………………..………………………………………
Signature of seconder                                                                      Date


Appendix 2

Form of Appointment of Proxy

 

I,……………………………………..of……………………………………………

 

(full name)                        (address)

being a committee member of Numeralla and District Activities Inc

 

hereby appoint………………………………………..of…………………………………….

 

(full name of proxy)                       (address)

 

being a committee member of that incorporated association, as my proxy to vote for me on my behalf at the general meeting of the association (annual general meeting or special general meeting, as the case may be) to be held on the

 

…………………..day of………………………..

 

(month and year)

and at any adjournment of that meeting.

 

* My proxy is authorised to vote in favour of/against (delete as appropriate) the resolution (insert details).

 

* to be inserted if desired.

 

………………………………………………………………..

 

Signature of member appointing proxy

 

Date………………………………

 

NOTE : A proxy vote may not be given to a person who is not a committee member of the association.

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