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TGG Constitution

The Goulburn Group Incorporated

ABN 37 788 112 749

 

Constitution under the Associations Incorporation Act 2009

 

Part 1 – Preliminary

1   Definitions                                                                                                                      

Part 2 – Membership

2   Membership generally

3   Nomination for membership

4   Cessation of membership

5   Membership entitlements not transferable

6   Resignation of membership

7   Register of members

8   Fees and subscriptions

9   Members’ liabilities

10   Resolution of disputes

11   Disciplining of members

12   Right of appeal of disciplined member

Part 3 – The committee

13   Powers of the committee

14   Composition and membership of committee

15   Election of committee members

16   Secretary

17   Treasurer

18   Casual vacancies

19   Removal of committee members

20   Committee meetings and quorum

21   Delegation by committee to sub-committee

22   Voting and decisions

23   Disclosure of interests

Part 4 – General meetings

24   Annual general meetings – holding of

25   Annual general meetings – calling of and business at

26   Special general meetings – calling of

27   Notice

28  Quorum for general meetings

29   Presiding member

30   Adjournment

31  Making of decisions

32   Special resolutions

33   Voting

34   Proxy votes not permitted

35   Postal ballots

36  Use of technology

Part 5 – Miscellaneous

37    Insurance

38   Source of funds

39   Funds – management

40   Change of name, objects and constitution

41   Custody of books etc.

42   Inspection of books etc.

43   Service of notices

44   Financial year

45   Winding up

 

 

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Part 1 – Preliminary

  1. Definitions

(1) In this constitution:

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

association means the association the subject of this constitution.

committee means the management committee.

member, in relation to the association, means a person, body or organisation that is, under the rules of the association, a member of the association.

ordinary committee member means a member of the committee who is not an office-bearer of the association.

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.

(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.

 

Part 2 – Membership.

  1. Membership generally

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

(a) the person is a natural person, and

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

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

(a) the person is a natural person, and

(b) the person was:

(i)  in the case of an unincorporated body that is registered as the association – a member of that unincorporated body immediately before the registration of the association, or

(ii) in the case of an association that is amalgamated to form the association – a member of that other association immediately before the amalgamation, or

(iii) in the case of a registrable corporation that is registered as an association – a member of the registrable corporation immediately before that entity was registered as an association.

(iv) in the case of a body or organization that is not the association – a member nominated by that body or organisation as its sole representative in the association.

 

  1. Nomination for membership

(1)        An application for membership of the association:

(a) must be made in writing in an application form that is approved by the committee, and

(b) must be lodged with the secretary of the association.

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

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

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

(b) if the committee approved the nomination, request the nominee to pay (within the period of twenty-eight days after receipt by the nominee of the notification) the sum payable by a member under this constitution as an annual subscription.

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

 

  1. Cessation of membership

A person ceases to be a member of the association if the person:

(a) dies, or

(b) resigns membership, or

(c) is expelled from the association, or

(d) fails to pay the annual membership fee within three months after the fee is due.

 

  1. Membership entitlements not transferable

A right, privilege or obligation which a person has by reason of being a 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 membership.

 

  1. Resignation of membership

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

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

 

  1. Register of members

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

(2)        The register of 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.

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

(4)        A member of the association may obtain a copy of any part of the register, free of charge, at any reasonable hour.

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

(6)        A 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.

 

  1. Fees and subscriptions

A member of the association must pay to the association an annual membership fee that is determined by the committee:

(a) except as provided by paragraph (b), before 1st April in each calendar year, or

(b) if the member becomes a member on or after 1st April in any calendar year – on becoming a member and before 1st April in each succeeding calendar year.

 

  1. Members’ liabilities

The liability of a 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 member in respect of membership of the association as required by clause 8.

 

  1. Resolution of disputes

(1)        A dispute between a member and another member (in their capacity as members) of the association, or a dispute between a member or 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 three 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.

 

  1. Disciplining of members

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

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

(b) has willfully 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 member concerned, and

(b) must give the member at least fourteen 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 member in connection with the complaint.

(4)        The committee may, by resolution, expel the member from the association or suspend the member from 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 member, the secretary must, within seven days after the action is taken, cause written notice to be given to the member of the action taken, of the reasons given by the committee for having taken that action and of the 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 member is entitled to appeal against the resolution concerned, or

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

 

  1. Right of appeal of disciplined member

(1)        A member may appeal to the association in general meeting against a resolution of the committee under clause 11, within seven days after notice of the resolution is served on the 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 member intends to rely for the purposes of the appeal.

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

(4)        At a general meeting of the association convened under sub-clause (3):

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

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

(c) the 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 by a simple majority of votes cast by members of the association.

 

Part 3 – The management committee

 

  1. Powers of the management 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 members 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.

 

  1. Composition, membership, and terms of office

(1)        The management committee is to consist of:

(a) the office-bearers of the association, and

(b) at least three ordinary committee members, each of whom is to be elected at the annual general meeting of the association.

(2)        The total number of committee members is to be seven all of whom are to be aged eighteen years or more and at least three of which are ordinarily resident in Australia.

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

(a) the president,

(b) the vice-president,

(c) the treasurer,

(d) the secretary.

(4)        A committee member may hold up to two offices (other than both the president and vice-president offices).

(5)        Each member of the committee is to hold office until the conclusion of the annual general meeting following the date of the member’s election and is eligible for re-election, subject to any restrictions on terms of office under this constitution.

(6)        No committee member may serve more than three consecutive terms (where ‘term’ means the period between annual general meetings) except that the president may serve one more term as vice-president and the vice-president may serve one more term as president.

(7)        No member, having served three consecutive years as a member of the committee, or in the case of sub-clause 6 above, four years, shall be eligible for re-election for at least one year.

(8)        A member who is appointed to fill a casual vacancy shall not be excluded from subsequent committees solely on the basis of sub-clause (7) above.

 

  1. Election of committee members

(1)        Nominations of candidates for election as office-bearers of the association or as ordinary committee members:

(a) must be made in writing, signed by two members of the association and accompanied by the written consent of the candidate (which may be endorsed on the form of the nomination), and

(b) must be delivered to the secretary of the association at least seven days before the date fixed for the holding of the annual general meeting at which the election is to take place.

(2)        If insufficient nominations are received to fill all vacancies on the committee, 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 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 office-bearers and ordinary committee members of the committee 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 an office-bearer or as an ordinary committee member of the association must be a member of the association.

 

  1. 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 office-bearers and members of the committee, and

(b) the names of 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 at a meeting must be signed by the chairperson of the meeting or by the chairperson of the next succeeding meeting, and be made available to all members once approved.

 

  1. 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 authorized 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.

 

  1. Casual vacancies

(1)        In the event of a casual vacancy occurring in the membership of the committee, the committee may appoint a member of the association to fill the vacancy and the 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 in the office of a member of the committee occurs if the member:

(a) dies, or

(b) ceases to be a 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, or

(f) becomes a mentally incapacitated person, or

(g) is absent without the consent of the committee from three 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 three 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.

 

  1. Removal of committee members

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

(2)        If a member of the committee to whom a proposed resolution referred to in sub-clause (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 members of the association, the secretary or the president may send a copy of the representations to each member of the association or, if the representations are not so sent, the member is entitled to require that the representations be read out at the meeting at which the resolution is considered.

 

  1. Committee meetings and quorum

(1)        The committee must meet at least three times in each period of twelve months at such place and time as the committee may determine and must be open to all members of the association to attend.

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

(3)        Oral or written notice of a meeting of the committee must be given by the secretary to all members at least forty-eight hours before the time appointed for the holding of the meeting.

(4)        Notice of a meeting given under sub-clause (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 three members of the committee 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 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:

(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 members of the committee as may be chosen by the members present at the meeting is to preside.

 

  1. Delegation by committee to sub-committee

(1)        The committee may, by instrument in writing, delegate to one or more sub-committees (consisting of such member or members of the association as the committee thinks fit) the exercise of such of the functions of the committee 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.

(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 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.

(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.

 

  1. Voting and decisions

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

(2)        Each committee member present at a meeting of the committee or of any member of any sub-committee appointed by the committee at a meeting of a sub-committee (including the person presiding at the 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 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 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 member of the committee or sub-committee.

 

  1. Disclosure of interests

(1)        If:

(a)  a committee member has a direct or indirect interest in a matter being considered or about to be considered at a committee meeting, and

(b)  the interest appears to raise a conflict with the proper performance of the committee member’s duties in relation to the consideration of the matter,

then the committee member must, as soon as possible after the relevant facts have come to the committee member’s knowledge, disclose the nature of the interest at a committee meeting.

(2)        Particulars of any disclosure made under this section must be recorded by the committee in a book kept by the Secretary or Public Officer for that purpose and that book must be open at all reasonable hours to inspection by any member of the association.

(3)        After a committee member has disclosed the nature of an interest in any matter, the committee member must not, unless the committee otherwise determines:

(a)  be present during any deliberation of the committee with respect to the matter, or

(b)  take part in any decision of the committee with respect to the matter.

(4)        A contravention of this section does not invalidate any decision of the committee.

 

Part 4 – General meetings

 

  1. Annual general meetings-holding of

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

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

(a) within six 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.

 

  1. Annual general meetings – calling of and business at

(1)        The annual general meeting of the association is, subject to the Act, 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 an 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 reports on the activities of the association during the last preceding financial year,

(c) to elect office-bearers of the association and ordinary committee members,

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

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

 

  1. 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 five per cent of the total number of members, convene a special general meeting of the association.

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

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

(b) must be signed by the 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 members making the requisition.

(4)        If the committee fails to convene a special general meeting to be held within one month after that date on which a requisition of members for the meeting is lodged with the secretary, any one or more of the 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 member or members as referred to in sub-clause 4 must be convened as nearly as is practicable in the same manner as general meetings are convened by the committee.

 

  1. 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 days before the date fixed for the holding of the general meeting, give a notice to each member specifying the place, date and time of the meeting and the nature of the business proposed to be transacted at the meeting.

(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 days before the date fixed for the holding of the general meeting, cause notice to be given to each member specifying, in addition to the matter required under sub-clause (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 25 (2).

(4)        A member 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 member.

 

  1. Quorum for general meetings

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

(2)        Five members present (being members entitled under this constitution to vote at a general meeting) 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 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 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 members present (being at least three) are to constitute a quorum.

 

  1. Presiding member

(1)        The president or, in the president’s absence, the vice-president, is to preside as chairperson at each general meeting of the association.

(2)        If the president and the vice-president are absent or unwilling to act, the members present must elect one of their number to preside as chairperson at the meeting.

 

  1. Adjournment

(1)        The chairperson of a general meeting at which a quorum is present may, with the consent of the majority of 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 days or more, the secretary must give written or oral notice of the adjourned meeting to each 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 sub-clauses (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.

 

  1. 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 or more 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, an entry to that effect in the minute book of the association, is evidence of the fact without proof of the number or proportion of the votes recorded in favor 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.

 

  1. Special resolutions

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

 

  1. Voting

(1)        On any question arising at a general meeting of the association a member 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 member is not entitled to vote at any general meeting of the association unless all money due and payable by the member to the association has been paid.

 

  1. Proxy votes not permitted

Proxy voting must not be undertaken at or in respect of a general meeting.

 

  1. Postal ballots

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

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

 

  1. Use of technology

(1) A committee member may participate in the meeting by the use of technology that allows that committee member and the committee members present at the meeting to clearly and simultaneously communicate with each other.

(2) For the purposes of this part, a committee member participating in a committee meeting as permitted under sub-clause (1) is taken to be present at the meeting and, if the member votes at the meeting, is taken to have voted in person

 

Part 5 – Miscellaneous

  1. Insurance

The association may effect and maintain insurance.

 

  1. Sources of Funds

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

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

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

 

  1. 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 members of the committee or employees of the association, being members or employees authorized to do so by the committee.

(3)        Members will not be paid for any services that they render to the association. However, members may be compensated for expenses incurred in the service of the association.

 

  1. Change of name, objects and constitution

(1)        The statement of objects and this constitution may be altered, rescinded or added to only be a special resolution of the association. 

(2)        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.

 

  1. 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.

 

  1. Inspection of books etc

(1)        The following documents must be open to inspection, free of charge, by a 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.

(d) register of financial members.

(2)        A member of the association may obtain a copy of any of the documents referred to in sub-clause (1) on payment of a fee to be decided by the committee for each page copied.

 

  1. 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.

 

  1. 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 31st March, and

(b) each period of twelve months after the expiration of the previous financial year of the association, commencing on 1st April and ending on the following 31st March.

 

  1. Winding Up

If the committee decides that:

  • The association has ceased operations or
  • The association has ceased to have five or more members, or
  • The committee has not been able to form a quorum for two months, or
  • There is a significant public interest in winding up the association or that not winding up the association may place public funds at risk,

the committee must immediately call a special general meeting to pass a general resolution to wind up the association voluntarily, and all surplus property be distributed in accordance with Part 6 Division 3 of the Act.