Australian Capital Territory Numbered Regulations Australian Capital Territory Numbered RegulationsSCHEDULE Regulation 15
MODEL RULES
TABLE OF PROVISIONS
Clause
APPENDIX 1
APPLICATION FOR MEMBERSHIP OF ASSOCIATION
APPENDIX 2
FORM OF APPOINTMENT OF PROXY
1.
Interpretation
(1) In these rules, unless a contrary
intention appears—
“financial year” means the
year ending on 30 June;
“member” means a member,
however described, of the association;
“ordinary committee
member” means a member of the committee who is not an office-bearer of
the association as referred to in paragraph 12 (1) (a);
“secretary” means the person holding office under these rules as
secretary of the association or, where no such person holds that office, the
public officer of the association;
“the Act” means
the Associations Incorporation Act 1991 ;
“the
Regulations” means the Associations Incorporation Regulations.
(2)
In these rules—
(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, where the function
is a power, authority or duty, a reference to the exercise of the power or
authority or the performance of the duty.
(3) The provisions of
the Interpretation Act 1967 apply to and in respect of these rules in the same
manner as those provisions would so apply if these rules were an instrument
made under the Act.
A person is qualified to be a member if—
(a) the person is a person referred to in
paragraph 21 (2) (a) or (b) of the Act and has not ceased to be a member of
the association at any time after incorporation of the association under the
Act; or
(b) the person—
(i) has been nominated for
membership in accordance with subrule 3 (1); and
(ii) has been approved for membership of
the association by the committee of the association.
(1) A nomination of a person for membership of the
association—
(a) shall be made
by a member of the association in writing in the form set out in Appendix 1 to
these rules; and
(b) shall be lodged
with the secretary of the association.
(2) As soon as is
practicable after receiving a nomination for membership, the secretary shall
refer the nomination to the committee which shall determine whether to approve
or to reject the nomination.
(3) Where the committee determines
to approve a nomination for membership, the secretary shall as soon as
practicable after that determination notify the nominee of that approval and
request the nominee to pay within 28 days after receipt of the notification
the sum payable under these rules by a member as the entrance fee and the
first year's annual subscription.
(4) The secretary shall, on
payment by the nominee of the amounts referred to in subrule (3) within the
period referred to in that subrule, enter the nominee's name in the register
of members and, upon the name being so entered, the nominee shall become a
member of the association.
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 upon
cessation of the person's membership.
A person ceases to be a member of the association if the person—
(a) dies or, in the case of a body
corporate, is wound up;
(b) resigns
from membership of the association;
(c) is
expelled from the association; or
(d)
fails to renew membership of the association.
(1) A member is not entitled to resign from
membership of the association except in accordance with this rule.
(2)
A member who has paid all amounts payable by the member to the
association may resign from membership of the association by first giving
notice (being not less than 1 month or, if the committee has determined a
shorter period, that shorter period) in writing to the secretary of the
member's intention to resign and, upon the expiration of the period of notice,
the member ceases to be a member.
(3) Where a person ceases to
be a member, the secretary shall make an appropriate entry in the register of
members recording the date on which the member ceased to be a member.
7.
Fee, subscriptions etc.
(1) The entrance fee to
the association is $1, or if any other amount has been determined by
resolution of the committee, such other amount.
(2) The annual
membership fee of the association is $2, or if any other amount has been
determined by resolution of the committee that other amount.
(3)
The annual membership fee is payable—
(a)
except as provided by paragraph (b), before 1 July in each
calendar year; or
(b) where a person
becomes a member on or after 1 July in any calendar year, before 1 July in
each succeeding calendar year.
8. Members' liabilities
The liability of a member 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 rule 7.
9. Disciplining of members
(1) Where the committee
is of the opinion that a member—
(a)
has persistently refused or neglected to comply with a provision of
these rules; or
(b) has persistently
and wilfully acted in a manner prejudicial to the interests of the
association,
the committee may, by resolution—
(c) expel the member from the association;
or
(d) suspend the member from such
rights and privileges of membership of the association as the committee may
determine for a specified period.
(2) A resolution of the
committee under subrule (1) is of no effect unless the committee, at a meeting
held not earlier than 14 days and not later than 28 days after service on the
member of a notice under subrule (3), confirms the resolution in accordance
with this rule.
(3) Where the committee passes a resolution
under subrule (1), the secretary shall, as soon as practicable, cause a notice
in writing to be served on the member—
(a)
setting out the resolution of the committee and the grounds on
which it is based;
(b) stating that
the member may address the committee at a meeting to be held not earlier than
14 days and not later than 28 days after service of the notice;
(c) stating the date, place and time of that
meeting; and
(d) informing the
member that the member may do either or both of the following:
(i) attend and speak at that
meeting;
(ii) submit to the committee at or prior
to the date of that meeting written representations relating to the
resolution.
(4) Subject to section 50 of the Act, at a meeting
of the committee mentioned in subrule (2), the committee shall—
(a) give to the member mentioned in subrule
(1) an opportunity to make oral representations;
(b) give due consideration to any written representations
submitted to the committee by that member at or prior to the meeting; and
(c) by resolution determine whether
to confirm or to revoke the resolution of the committee made under subrule
(1).
(5) Where the committee confirms a resolution under subrule
(4), the secretary shall, within 7 days after that confirmation, by notice in
writing inform the member of that confirmation and of the member's right of
appeal under rule 10.
(6) A resolution confirmed by the
committee under subrule (4) does not take effect—
(a) until the expiration of the period within which the
member is entitled to appeal against the resolution where the member does not
exercise the right of appeal within that period; or
(b) where within that period the member exercises the
right of appeal, unless and until the association confirms the resolution in
accordance with subrule 10 (4).
10. Right of appeal of
disciplined member
(1) A member may appeal to the association in
general meeting against a resolution of the committee which is confirmed under
subrule 9 (4), within 7 days after notice of the resolution is served on the
member, by lodging with the secretary a notice to that effect.
(2)
Upon receipt of a notice under subrule (1), the secretary shall notify
the committee which shall convene a general meeting of the association to be
held within 21 days after the date on which the secretary received the notice
or as soon as possible after that date.
(3) Subject to section
50 of the Act, at a general meeting of the association convened under subrule
(2)—
(a) no business other
than the question of the appeal shall be transacted;
(b) the committee and the member shall be given the
opportunity to make representations in relation to the appeal orally or in
writing, or both; and
(c) the
members present shall vote by secret ballot on the question of whether the
resolution made under subrule 9 (4) should be confirmed or revoked.
(4)
If the meeting passes a special resolution in favour of the
confirmation of the resolution made under subrule 9 (4), that resolution is
confirmed.
11. Powers of the
committee
The committee, subject to the Act, the Regulations,
these rules, and to any resolution passed by the association in general
meeting—
(a) shall control and
manage the affairs of the association;
(b)
may exercise all such functions as may be exercised by the association
other than those functions that are required by these rules to be exercised by
the association in general meeting; 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.
12. Constitution and membership
(1)
The committee shall consist of—
(a) the office-bearers of the association; and
(b) 3 ordinary committee members;
each of
whom shall be elected pursuant to rule 13 or appointed in accordance with
subrule (4).
(2) The office-bearers of the association shall
be—
(a) the president;
(b) the vice-president;
(c)
the treasurer; and
(d) the
secretary.
(3) Each member of the committee shall, subject to
these rules, hold office until the conclusion of the annual general meeting
following the date of the member's election, but is eligible for re-election.
(4) In the event of a vacancy in the membership of the
committee, the committee may appoint a member of the association to fill the
vacancy and the member so appointed shall hold office, subject to these rules,
until the conclusion of the annual general meeting next following the date of
the appointment.
13. Election of committee members
(1)
Nominations of candidates for election as office-bearers of the
association or as ordinary committee members—
(a) shall 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 nomination form); and
(b)
shall be delivered to the secretary of the association not less
than 7 days before the date fixed for 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
shall be deemed to be elected and further nominations shall be received at the
annual general meeting.
(3) If insufficient further nominations
are received, any vacant positions remaining on the committee shall be deemed
to be vacancies.
(4) If the number of nominations received is
equal to the number of vacancies to be filled, the persons nominated shall be
taken to be elected.
(5) If the number of nominations received
exceeds the number of vacancies to be filled, a ballot shall be held.
(6)
The ballot for the election of office-bearers and ordinary
committee members shall be conducted at the annual general meeting in such
manner as the committee may direct.
(7) A person is not eligible
to simultaneously hold more than 1 position on the committee.
14.
Secretary
(1) The secretary of the association shall, as
soon as practicable after being appointed as secretary, notify the association
of his or her address.
(2) The secretary shall keep minutes
of—
(a) all elections and
appointments of office-bearers and ordinary committee members;
(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 shall be signed by the
person presiding at the meeting or by the person presiding at the next
succeeding meeting.
(1) The treasurer of the
association shall—
(a) collect
and receive all moneys due to the association and make all payments authorised
by the association; and
(b) keep
correct accounts and books showing the financial affairs of the association
with full details of all receipts and expenditure connected with the
activities of the association.
16. Vacancies
(1)
For the purposes of these rules, a vacancy in the office of a member of the
committee occurs if the member—
(a)
dies;
(b) ceases to be a member of the
association;
(c) resigns the office;
(d) is removed from office pursuant to rule 17;
(e) becomes an insolvent under
administration within the meaning of the Corporations Law;
(f) suffers from mental or physical incapacity;
(g) is disqualified from office
under subsection 63 (1) of the Act; or
(h)
is absent without the consent of the committee from all meetings of the
committee held during a period of 6 months.
17. Removal of
committee members
The association in general meeting may by
resolution, subject to section 50 of the Act, remove any member of the
committee from the office of member of the committee before the expiration of
the member's term of office.
18. Committee meetings and quorum
(1) The committee shall meet at least 3 times in each calendar
year at such place and time as the committee may determine.
(2)
Additional meetings of the committee may be convened by any member of the
committee.
(3) Oral or written notice of a meeting of the
committee shall be given by the secretary to each member of the committee at
least 48 hours (or such other period as may be unanimously agreed upon by the
members of the committee) before the time appointed for the holding of the
meeting.
(4) Notice of a meeting given under subrule (3) shall
specify the general nature of the business to be transacted at the meeting and
no business other than that business shall 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 shall be transacted by the
committee unless a quorum is present and if within half an hour after the time
appointed for the meeting a quorum is not present the meeting stands 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 after the time appointed for the meeting, the meeting shall be
dissolved.
(8) At meetings of the committee—
(a) the president or in the absence of the
president, the vice-president shall preside; or
(b) if the president and the vice-president are absent, 1 of the
remaining members of the committee may be chosen by the members present to
preside.
19. Delegation by committee to sub-committee
(1)
The committee may, by instrument in writing, delegate to 1 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 function imposed on the committee by
the Act, by any other law of the Territory, or by resolution of the
association in general meeting.
(2) A function, the exercise of
which has been delegated to a sub-committee under this rule 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 rule 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)
Notwithstanding any delegation under this rule, 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 rule 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 rule.
(7) A sub-committee may meet and adjourn as it thinks
proper.
20. Voting and decisions
(1) Questions
arising at a meeting of the committee or of any sub-committee appointed by the
committee shall 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 1 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 subrule 18 (5), the committee may act notwithstanding 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
notwithstanding any defect that may afterwards be discovered in the
appointment or qualification of any member of the committee or sub-committee.
21. Annual general
meetings—holding of
(1) With the exception of the first
annual general meeting of the association, the association shall, at least
once in each calendar year and within the period of 5 months after the
expiration of each financial year of the association, convene an annual
general meeting of its members.
(2) The association shall hold
its first annual general meeting—
(a)
within the period of 18 months after its incorporation under the Act;
and
(b) within the period of 5
months after the expiration of the first financial year of the association.
(3) Subrules (1) and (2) have effect subject to the powers of
the Registrar of Incorporated Associations under section 120 of the Act in
relation to extensions of time.
22. Annual general
meetings—calling of and business at
(1) The annual general
meeting of the association shall, subject to the Act, 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 shall be—
(a) to confirm the minutes of the last
preceding annual general meeting and of any 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 members of the committee, including office-bearers; and
(d) to receive and consider the statement of
accounts and the reports that are required to be submitted to members pursuant
to subsection 73 (1) of the Act.
(3) An annual general meeting
shall be specified as such in the notice convening it in accordance with rule
24.
(4) An annual general meeting shall be conducted in
accordance with the provisions of this Part.
(1) The committee may, whenever it
thinks fit, convene a general meeting of the association.
(2)
The committee shall, on the requisition in writing of not less than 5 per cent
of the total number of members, convene a general meeting of the association.
(3) A requisition of members for a general meeting—
(a) shall state the purpose or purposes of
the meeting;
(b) shall be signed by
the members making the requisition;
(c)
shall be lodged with the secretary; and
(d)
may consist of several documents in a similar form, each signed by 1 or more
of the members making the requisition.
(4) If the committee
fails to convene a general meeting within 1 month after the date on which a
requisition of members for the meeting is lodged with the secretary, any 1 or
more of the members who made the requisition may convene a general meeting to
be held not later than 3 months after that date.
(5) A general
meeting convened by a member or members referred to in subrule (4) shall be
convened as nearly as is practicable in the same manner as general meetings
are convened by the committee and any member who thereby incurs expense is
entitled to be reimbursed by the association for any reasonable expense so
incurred.
(1) Except where the nature of the business proposed to be dealt with at a general meeting requires a special resolution of the association, the secretary shall, at least 14 days before the date fixed for the holding of the general meeting, cause to be sent by pre-paid post to each member at the member's address appearing in the register of members, a notice specifying the place, date and time of the meeting and the nature of the business proposed to be transacted at the meeting.
(2) Where the nature of the business proposed to be dealt with at a general meeting requires a special resolution of the association, the secretary shall, at least 21 days before the date fixed for the holding of the general meeting, cause notice to be sent to each member in the manner provided in subrule (1) specifying, in addition to the matter required under that subrule, the intention to propose the resolution as a special resolution.
(3) No business other than that specified in the notice convening a general meeting shall be transacted at the meeting except, in the case of an annual general meeting, business which may be transacted pursuant to subrule 22 (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 shall include that business in the next notice calling a general meeting given after receipt of the notice from the member.
(1) No item of business shall be transacted at a general meeting unless a quorum of members entitled under these rules to vote is present during the time the meeting is considering that item.
(2) 5 members present in person (being members entitled under these rules 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 if convened upon the requisition of members shall be dissolved and in any other case shall stand adjourned to the same day in the following week at the same time and (unless another place is specified at the time of 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 not less than 3) shall constitute a quorum.
(1) The president, or in the absence of the president, the vice-president, shall preside at each general meeting of the association.
(2) If the president and the vice-president are absent from a general meeting, the members present shall elect 1 of their number to preside at the meeting.
(1) The person presiding at 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 shall be transacted at an adjourned meeting other than the business left unfinished at the meeting at which the adjournment took place.
(2) Where a general meeting is adjourned for 14 days or more, the secretary shall 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 subrules (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) A question arising at a general meeting of the
association shall be determined on a show of hands and, unless before or on
the declaration of the show of hands a poll is demanded, a declaration by the
person presiding 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.
(2) At a general meeting of the
association, a poll may be demanded by the person presiding or by not less
than 3 members present in person or by proxy at the meeting.
(3)
Where the poll is demanded at a general meeting, the poll shall be
taken—
(a) immediately in the
case of a poll which relates to the election of the person to preside at the
meeting or to the question of an adjournment; or
(b) in any other case, in such manner and at such time before
the close of the meeting as the person presiding directs, and the resolution
of the poll on the matter shall be deemed to be the resolution of the meeting
on that matter.
(1) Subject to subrule (3), upon any question arising at a general meeting of the association a member has 1 vote only.
(2) All votes shall be given personally or by proxy but no member may hold more than 5 proxies.
(3) In the case of an equality of votes on a question at a general meeting, the person presiding is entitled to exercise a second or casting vote.
(4) A member or proxy is not entitled to vote at any general meeting of the association unless all money due and payable by the member or proxy to the association has been paid, other than the amount of the annual subscription payable in respect of the then current year.
(1) Each member shall be entitled to
appoint another member as proxy by notice given to the secretary no later than
24 hours before the time of the meeting in respect of which the proxy is
appointed.
(2) The notice appointing the proxy shall be in the
form set out in Appendix 2 to these rules.
(1) The funds of the association shall be derived from entrance fees and annual subscriptions of members, donations and, subject to any resolution passed by the association in general meeting and subject to section 114 of the Act, such other sources as the committee determines.
(2) All money received by the association shall be deposited as soon as practicable and without deduction to the credit of the association's bank account.
(3) The association shall, as soon as practicable after receiving any money, issue an appropriate receipt.
(1)
Subject to any resolution passed by the association in general meeting,
the funds of the association shall 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 shall be signed by any 2 members of the committee or employees of
the association, being members of the committee or employees authorised to do
so by the committee.
Neither the objects of the association referred to in section 29 of the Act nor these rules shall be altered except in accordance with the Act.
(1) The common seal of the
association shall be kept in the custody of the secretary.
(2)
The common seal shall not be affixed to any instrument except by the authority
of the committee and the affixing of the common seal shall be attested by the
signatures either of 2 members of the committee or of 1 member of the
committee and of the secretary.
Subject to the Act, the Regulations and these rules, the secretary shall keep in his or her custody or under his or her control all records, books, and other documents relating to the association.
The records, books and other documents of the association shall be open to inspection at a place in the Territory, free of charge, by a member of the association at any reasonable hour.
(1) For the purpose of these rules, a
notice may be served by or on behalf of the association upon any member either
personally or by sending it by post to the member at the member's address
shown in the register of members.
(2) Where a document is sent
to a person by properly addressing, prepaying and posting to the person a
letter containing the document, the document shall, unless the contrary is
proved, be deemed for the purposes of these rules to have been served on the
person at the time at which the letter would have been delivered in the
ordinary course of post.
(1)
At the first general meeting of the association, the association shall
pass a special resolution nominating—
(a)
another association for the purpose of paragraph 92 (1) (a) of
the Act; or
(b) a fund, authority or
institution for the purpose of paragraph 92 (1) (b) of the Act,
in which it is to vest its surplus property in the event of the dissolution or
winding up of the association.
(2) An association nominated
under paragraph (1) (a) must fulfil the requirements specified in subsection
92 (2) of the Act.
APPENDIX 1 Subrule 3 (1)
APPLICATION FOR MEMBERSHIP OF ASSOCIATION
........................................................................................................Incorporated (incorporated under the Associations Incorporation Act 1991 )
I, .....................................................................................................................
( full name of applicant )
of ....................................................................................................................
( address )
......................................................................................... hereby apply to become
( occupation )
a member of the abovenamed incorporated association. In the event of my admission as a member, I agree to be bound by the rules of the association for the time being in force.
.......................................
( Signature of applicant )
Date ................................
I, .....................................................................................................................
( full name )
a member of the association, nominate the applicant, who is personally known to me, for the membership of the association.
.......................................
( Signature of proposer )
Date ................................
I, .....................................................................................................................
( full name )
a member of the association, second the nomination of the applicant, who is personally known to me, for membership of the association.
.......................................
( Signature of seconder )
Date ................................
APPENDIX 2 Subrule 30 (2)
FORM OF APPOINTMENT OF PROXY
I, .....................................................................................................................
( full name )
of ....................................................................................................................
( address )
being a member of ................................................................................................
( name of incorporated association )
hereby appoint ....................................................................................................
( full name of proxy )
of ....................................................................................................................
( address )
being a 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 other general meeting, as the case may
be) to be held on the ..............................................................................................................................
day of .............................................. 19 .......... and at any adjournment of that meeting.
*My proxy is authorised to vote in favour of/against ( delete as appropriate ) the resolution ( insert details ).
.......................................
( Signature of member
( *To be inserted if desired. ) appointing proxy )
Date ................................
NOTE: A proxy vote may not be given to a person who is not a member of the association.