Dykes on Bikes Inc. Constitution

Under the Associations Incorporation Act 2009
This constitution is a modified expanded version of the Department of Fair Trading’s model constitution.

Disclaimer: This publication must not be relied on as legal advice. For more information please refer to the appropriate legislation or seek independent legal advice.

Contents

Part 1 -Preliminary
1. Definitions
Part 2 – Objectives of Dykes on Bikes Inc. 
2. The objectives which are established
Part 3 – Membership
3. Full Membership 
4. Associate Membership
5. Interstate/ International Membership
6. Life membership
7. Nomination for full membership
8. Application for Interstate/ international Membership
9. Application for associate membership 
10. Cessation of membership 
11. Membership entitlements
12. Membership entitlements not transferable
13. Resignation of membership 
14. Register of members 
15. Fees and subscriptions 
16. Members’ liabilities
17. Resolution of disputes
18. Disciplining of members
19. Right of appeal of disciplined member
Part 4 – The committee 
20. Powers of the committee
21. Composition and membership of the committee
22. Election of committee members
23. Secretary
24. Treasurer
25. Casual vacancies
26. Removal of committee members
27. Committee meetings and quorum
28. Delegation by committee to sub-committee
29. Voting and decisions
Part 5 – General meetings
30. Annual general meetings – holding of
31. Annual general meetings – calling of and business at
32. Special general meetings – calling of
33. Notice
34. Quorum for general meetings
35. Presiding member
36. Adjournment
37. Making of decisions
38. Special resolutions 
39. Voting
40. Proxy votes not permitted
41. Postal ballots
Part 6 – Miscellaneous 
42. Insurance
43. Funds – source
44. Funds – management
45. Change of name, objects, and constitution
46. Custody of books etc
47. Inspection of books etc 
48. Service of notices
49. Financial reporting year
Appendix 1 Application for membership of association

Part 1 – Preliminary

1. Definitions

(1)  In this constitution:
Director-General means the Director-General of the Department of Services, Technology, and Administration.
ordinary committee member means a member of the committee who is not an office-bearer of the association.
secretary means:
the person holding office under this constitution as secretary of the
association, or
     (a) 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.
Club refers to Dykes on Bikes Inc. 
Association refers to Dykes on Bikes Inc.
(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 – Objectives of Dykes on Bikes Inc.

2. The objectives which are established

     a) to provide the members with the opportunity to participate in motorcycling with like-minded women.
     b) to provide members with the opportunity to practice and hone their motorcycling skills in a safe and comforting environment.
     c) to inform and educate members of motorcycling related subjects.
     d) be accessible to the LGBTQI+ and broader community to provide information and support where applicable.
     e) to advise interested persons in the LGBTQI+ community to become licensed motorcycle riders.
     f) represent the members in industry and community where possible.

Part 3 – Membership

3. Full Membership

1) A person is eligible to be a member of the association if:
     a) the person is a natural person, and
     b) by the sheer nature of our club’s name, it is assumed that full membership is
to be held by ‘dykes’, those that identify as dykes, and ‘on bikes’, be licensed
riders.
     c) An associate member may become a full member at the committee’s
discretion & after a minimum of 2 years proven participation, (Club has set a
limit on non-riding full members at 5% of total membership).
d) the person has been nominated and approved for membership of the
association in accordance with clause 3.
(1) 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 relevant
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.

(2) A person is taken to be a member of the association if the person was one of the
individuals on whose behalf an application for registration of the association
under section 6 (1) (a) of the Act was made.

4. Associate Membership

1) A person is eligible to be an Associate Member of the association if:
     a) the person is a natural person, and
     b) supporter of the clubs and it’s objectives

5. Interstate/ international Membership

1) A person is eligible to be an Interstate/ international member of the association if:
     a) the person is a natural person, and
     b) by the sheer nature of our club’s name, it is assumed that interstate/
international membership is to be held by ‘dykes’, those that identify as dykes,
and ‘on bikes’, be licensed riders.
     c) supporter of the clubs and its objectives
     d) non resident of New South Wales
     e) holds a current Riders licence from any Australian state or territory outside of
New South Wales or hold an international riding permit that is translated into English and is recognised by the Roads and Traffic Authority of New South Wales and the New South Wales police.

6. Life membership

1) Life Membership may be conferred upon any Full Member who has rendered
outstanding service to the Club. To be eligible for Life Membership:
     a) a member must be nominated by a Full Member and second by another full
member.
     b) the nomination shall be forwarded to the Club committee for approval.
     c) if the nomination is approved by the committee the nomination shall then be referred to the next Annual General Meeting.
     d) Voting at the Annual General Meeting for a Life Membership shall be done by secret ballot and require a 75% majority of the members present voting for the nomination to be approved.
     e) if such nomination is approved at the Annual General Meeting, the person nominated shall be a Life Member.

7. Nomination for full membership

(1) A nomination of a person for membership of the association:
     (a) must be made by a member of the association in writing in the form set out in
Appendix 1 to this constitution, and
     (b) must be lodged with the secretary of the association.
(2) As soon as practicable after receiving a nomination for membership, the
secretary must refer the nomination to the committee which is to determine
whether to approve or to reject the nomination.
     (a) At no time is the committee required to explain why a nomination has been
rejected or approved.
(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 28 days after receipt by the nominee of the notification) the sum
payable under this constitution by a member as entrance fee and annual
subscription.
(4) 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 members and, on the name
being so entered, the nominee becomes a member of the association.
(5) No nominations will be approved 2 months prior to the AGM.

8. Application for Interstate/ international Membership

1) A application of a person for interstate/ international membership of the
association:
     a) must be made in writing by the applicant.
     b) must be lodged with the secretary of the association

2) As soon as practicable after receiving a application for membership, the secretary
must refer the application to the committee which is to determine whether to
approve or to reject the application.
     a) At no time is the committee required to explain why the application has been
rejected or approved.

3) As soon as practicable after the committee makes that determination, the
secretary must:
     a) notify the applicant, that the committee approved or rejected the nomination
(whichever is applicable), and
     b) if the committee approved the application, request the applicant to pay, the sum payable under this constitution by a member as entrance fee and annual
subscription.
4) The secretary must, on payment by the applicant of the amounts referred to in
subclause (3) (b) within the period referred to in that provision, enter or cause to
be entered the applicant’s name in the register of members and, on the name
being so entered, the applicant becomes an interstate/ international member of the
association.

9. Application for associate membership

1) A application of a person for associate membership of the association:
    a) must be made in writing by the applicant.
    b) must be lodged with the secretary of the association with the applicable fee

2) The secretary must, on payment by the applicant of the amounts referred to in
subclause 1 (b) within the period referred to in that provision, enter or cause to be
entered the applicant’s name in the register of members and, on the name being so
entered, the applicant becomes an associate member of the association.

10. 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 under clause 15 (4) within 1 month
after the fee is due.

11. Membership entitlements

1) Full Members
     a) Rights to Vote at AGM and SGM
     b) Eligible to put forward nominations for committee members.
     c) Eligible to nominate new members to the club.
    d) Eligible to hold a position on the committee of Dykes on Bikes.
    e) Eligibility to ride in the Mardi Gras parade in the Dykes on Bikes entry.
    f) Discounts to Dykes on Bikes events.
    g) Discounts from Dykes on bikes supporters
    h) Newsletters.
    i) Electronic updates.
    j) Eligible to purchase Full Members only merchandise.
    k) Discounts from kindred club.

2) Associate Members
    a) Eligible to be a pillion of a full member on any Dykes on Bikes organised rides,
including the Mardi Gras Parade.
    b) Discounts to Dykes on Bikes events.
    c) Discounts from Dykes on Bikes supporters.
    d) Discounts from kindred club.
    e) Electronic up dates and newsletters. 

3) Interstate/ International Membership
    a) a)Eligibility to ride in the Mardi Gras parade in the Dykes on Bikes entry.
    b) Discounts to Dykes on Bikes events.
    c) Discounts from Dykes on bikes supporters.
    d) Electronic updates and newsletters.
    e) Discounts from kindred club.

4) Life Membership
    a) Rights to Vote at AGM and SGM
    b) Eligible to put forward nominations for committee members.
    c) Eligible to nominate new members to the club.
    d) Eligibility to ride in the Mardi Gras parade in the Dykes on Bikes entry.
    e) Discounts to Dykes on Bikes events.
    f) Discounts from Dykes on Bikes supporters.
    g) Electronic updates and newsletters.
    h) Eligible to purchase Full Members only merchandise.
    i) Discounts from kindred club.
    j) Eligibility to hold a position on the committee.

12. 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.

13. 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 month (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 subclause (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.

14. 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 on
payment of a fee of not more than $1 for each page copied.

(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, 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.

15. Fees and subscriptions

(1) A member of the association must pay to the association an annual membership
fee, the amount is determined by the committee.

(2) Renewal fees are due 1st January of each year.

(3) A life member shall not pay any membership fees from the time the life
membership is conferred.

(4) Membership financial year is 1st of January to the 31 December.

16. 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 15.

17. 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 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.

18. Disciplining of member

(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 wilfully acted in a manner prejudicial to the interests of the association or
     (c) has refused or neglected to comply with a provision or provisions set out in
the bylaws.

(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 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 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 7 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 19.

(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 19, whichever is the
later.

19. 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 18, within 7 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 subclause (1), the secretary must
notify the committee which is to convene a general meeting of the association to
be held within 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 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 4 – The committee

20. 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 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.

21. Composition and membership of committee

1) The committee is to consist of:
     (a) the office-bearers of the association, and
     (b) 3 ordinary committee members, each of whom is to be elected at the annual
general meeting of the association under clause 15.

(2) The total number of committee members is to be minimum of 4, maximum of 7.

(3) The office-bearers of the association are as follows:
     (a) the president,
     (b) the vice-president,
     (c) the treasurer,
      (d) the secretary.

(4) The ordinary committee members are as follows:
     (a) the Media officer
     (b) the Merchandise officer.
     (c) the Senior ride leader.

(5) A committee member may hold up to 2 offices (other than both the president and
vice-president offices).

(6) As from the 2012 AGM, each elected member of the committee is to hold office
for a 2 year term, with a maximum of 2 terms in their elected position.

(7) A committee member who has served the maximum 2 terms in one position may
place a nomination forward for that position, this nomination will only be valid if the position is uncontested.

(8) Each member of the committee is, subject to this constitution, to hold office until the conclusion of the annual general meeting 2 years following the date of the
member’s election.

22. 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 2 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 7 weeks 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 for the vacant positions.

(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 by postal voting as stipulated in clause 41.

(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 full member of the association.

23. 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.

24. 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.

25. Casual vacancies

(1) In the event of a casual vacancy occurring in the membership of the committee, the committee may appoint a full 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 under clause 26, 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.

26. 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
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 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.

27. Committee meetings and quoru

(1) The committee must meet at least 12 times in each period of 12 months 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 member of the committee.

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

28. 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.

29. 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 member present at a meeting of the committee or of any sub-committee
appointed by the 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 27 (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.

Part 5 – General meetings

30. 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.

31. Annual general meetings – calling of and business at

(1) The annual general meeting of the association is, subject to the Act and to clause 30, 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 announce results from the postal ballot, who the elected office-bearers of the
association and ordinary committee members are.
     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.

32. 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 5 percent 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 1 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 3 months after that date.

(5) A special general meeting convened by a member or 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.

33. 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 14 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 21
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
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 31 (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.

34. 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) Ten 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 5) are to constitute a quorum.

35. 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.

36. 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 14 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 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.

37. 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 5 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, or 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 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.

38. Special resolutions

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

39. 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.

(4) A member is not entitled to vote at any general meeting of the association if the member is under 18 years of age.

40. Proxy votes not permitted

Proxy voting must not be undertaken at or in respect of a general meeting.
Note: Schedule 1 of the Act provides that an association’s constitution is to address
whether members of the association are entitled to vote by proxy at general meetings.

41. Postal ballots

(1) The association may hold a postal ballot to determine any issue or proposal (other than an appeal under clause 19).

(2) The election of office-bearers and ordinary committee members is to be conducted by postal ballot.

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

Part 6 – Miscellaneous

42. Insurance

The association may effect and maintain insurance.

43. Funds – source

(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 another authorised deposit-taking institution account.

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

44. 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 2 members of the committee of the association, being members authorised to do so by the committee.

(3) as of 2012, a full Audit of the association’s financial books is to take place:
     a) every 2 years 
     b) or when there is a change of treasurer.

45. 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.

46. Custody of books etc

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

47. 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.

(2) A member of the association may obtain a copy of any of the documents referred
to in subclause (1) on payment of a fee of not more than $1 for each page
copied.

48. 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.

49. Financial reporting 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 June, and
     (b) each period of 12 months after the expiration of the previous financial year of
the association, commencing on 1 July and ending on the following 30 June.
Note: Schedule 1 of the Act provides that an association’s constitution is to address the
association’s financial year.