Constitution

Statement of Rules

Effective from 3rd August 2002

  1. Identification and standing

    1.1 The name of the Group is the Friends of the Brush-tailed Rock-wallaby Incorporated.

    1.2 The name of the Group can be altered and the provisions of this Statement of Rules and the Statement of Purposes may be rescinded, altered or added to only by a special resolution of the Group.

    1.3 Save where expressly adopted by these Rules, the Department of Fair Trading’s Model Rules according to the Associations Incorporation Regulation of 1999 do not apply to this Statement of Rules.

  2. Statement of purposes

    2.1 The objectives of the Group are:

    1. To provide support for and to foster public awareness of the Brush-tailed Rock-wallaby
    2. To assist with special projects selected by the Group in consultation with N.P.W.S. and/or other groups
    3. To support the effective conservation of native flora and fauna
    4. To raise funds for projects aimed at recovering the species
    5. To promote the control of feral species impacting on Brush-tailed Rock-wallabies
  3. Membership

    3.1 Membership of the Group is open to any person who supports the objectives of the Group, is prepared to comply with this Statement of Rules, and pays the prescribed fee; provided that the Group may reject an application for membership on the ground that its acceptance would be against the Group’s interests.

    Application for Membership

    3.2 An application for membership shall be:

    1. in writing in the form determined by the Committee;
    2. accompanied by the prescribed fee; and
    3. lodged with the Secretary.

    3.3 The Committee will consider and accept or reject each membership application as soon as practicable.

    3.4 No Joining fees apply.

    3.5 The Annual subscription can be varied from time to time by the executive committee and is payable in advance before 1 July each year.

    Register of Members

    3.6 A register containing the name, address, date of enrolment and date of cessation of membership of each member will be kept by the Committee and administered by the Treasurer.

    3.7 Membership will cease if a member:

    1. resigns by notifying the Secretary in writing and takes effect from the date stated, otherwise immediately;
    2. is unfinancial for 12 months;
    3. is expelled; or
    4. dies.

    Expulsion and Suspension of a Member

    3.8 The Committee may, if it finds that a member has acted against the interests of the Group:

    1. expel that member from the Group, or
    2. suspend some or all of the membership rights of that member.

    3.9 Any member whose suspension or expulsion is proposed has the right to oppose the proposal in person or by written submission and will be given at least 21 days notice of the hearing of the proposal.

    Grievance procedure

    3.10 The following procedure applies to disputes under these rules between a member and another member or between a member or members and the Association.

    1. Within 14 days after the dispute comes to the attention of the parties to the dispute they must meet and if possible resolve the dispute.
    2. If the parties are unable to resolve the dispute, or if a party fails to attend that meeting, the parties must, within 10 days, hold a meeting in the presence of a mediator.
    3. The mediator must be a person chosen by agreement between the parties, or in the absence of agreement -
      1. in a dispute between a member and another member, a person appointed by the Committee; or
      2. in a dispute between a member or members and the Association, a person who is a mediator is appointed or the matter is referred to the Community Justice Centre.
    4. A member of the Association can be a mediator.
    5. The mediator cannot be a party to the dispute.
    6. The parties to the dispute must, in good faith, attempt to settle the dispute.
    7. The mediator, in conducting the mediation, must -
      1. give the parties every opportunity to be heard; and
      2. allow due consideration by all parties of any written statement submitted by any party; and
      3. ensure that natural justice is accorded the parties throughout the mediation process.
    8. The mediator must not determine the dispute.
      1. If the mediation process does not result in the dispute being resolved, the parties may seek to do so in accordance with the Associations Incorporation Regulation of 1999, or otherwise at law.

    Life and Honorary Members

    3.11 The Committee may grant honorary membership for a period of one year to a person in recognition of service to the Group.

    3.12 Life membership for outstanding service to the Group over a period of many years may be granted to a member on the recommendation of the Committee by resolution of a general meeting.

    Members’ liabilities

    3.13 The liability of a member of the Group to contribute towards the payment of the debts and liabilities of the Group or the costs, charges and expenses of the winding up of the Group is limited to the amount, if any, unpaid by the member in respect of membership of the Group as required by rule 3.5.

  4. Patron

    4.1 A person may be invited to be a Patron of the Group by resolution of a general meeting. Patrons are not members of the Committee and do not have the responsibilities or rights of a member.

  5. General meetings

    5.1 A general meeting of the Group, to be known as the Annual General Meeting, will be called by the Committee for a date as soon as practicable but not more than three months after the end of the Group’s financial year.

    5.2 The ordinary business of the Annual General Meeting will be:

    1. To confirm the minutes of the last preceding Annual General Meeting and any general meeting held since that meeting.
    2. To receive and consider the financial statement submitted in accordance with section 26(6) of the Associations Incorporation Act.
    3. To fill the elective positions established by this Statement of Rules.
    4. To appoint the officers of the Group.
    5. Any business of which notice has been given.

    5.3 Additional general meetings, to be known as Special General Meetings may be called for a specified purpose or purposes by the Committee or at the written request of at least 5% of the membership.

    5.4 Members will be given at least 21 days notice in writing of any Annual General Meeting or Special General Meeting and of any business to be conducted at such a meeting.

    5.5 Each member is entitled to appoint another member as their proxy (or in the case of a family membership two proxies) to an Annual General Meeting or Special General Meeting by notifying the Secretary in writing before the nominated starting time for that meeting.

    5.6 The quorum at a general meeting is (five) members present in person.

    5.7 A general meeting of the Group will be chaired by the President, or another member appointed by the meeting.

    5.8 Each financial member has one vote only (or in the case of family membership two votes) either personally or by proxy and the chairperson has a second or casting vote.

    5.9 Any proposal on any matter within the power of the Group, other than an administrative matter, which is submitted in accordance with the Statement of Rules and Regulations may be considered by members at a general meeting.

  6. Committee

    6.1 The Committee is responsible for managing and co-ordinating the Group and ensuring that the resolutions of general meetings are implemented.

    6.2 The Committee will be elected by members of the Group and will comprise:
    President;
    Vice President;
    Secretary;
    Treasurer; and
    (3) ordinary members.
    The offices of Secretary and Treasurer may be held by one individual if approved by the Committee.

    6.3 Scheduled meetings of the Committee will be held at least five times a year.

    6.4 Other meetings of the Committee may be convened by the President or by any two members of the Committee.

    6.5 At least 7 days notice of meetings will be given to Committee members.

    6.6 The quorum for the Committee is three.

    6.7 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.

    6.8 Each member of the Committee has one vote and the chairperson has a second or casting vote.

    6.9 The Committee will keep in its custody or control all documents relating to the Group.

    6.10 The Secretary will keep minutes of the resolutions and proceedings of each general meeting and each committee meeting, and the names of the persons present at such meetings.

    6.11 Minutes of proceedings at a meeting must be signed by the chairperson of the meeting or by the chairperson of the next succeeding meeting.

    6.12 The common seal will not be affixed to any instrument except by the authority of the Committee, and the affixing of the common seal must be attested by the signatures either of two members of the Committee or one member of the Committee and of the Public Officer or Secretary.

    6.13 The common seal will be kept in the custody of the Public Officer.

    6.14 The Committee may establish and maintain Regulations which describe the procedures for implementing the principles identified in this Statement of Rules.

    6.15 Casual vacancies - A casual vacancy will exist if a member of the Committee:

    1. dies, or
    2. ceases to be a member of the Group, or
    3. becomes an insolvent under administration within the meaning of the Corporations Law, or
    4. resigns office by notice in writing given to the secretary, or
    5. is removed from office under rule 3.8, or
    6. becomes a mentally incapacitated person, or
    7. has their position declared vacant at a general meeting, or
    8. is absent without the consent of the committee from all meetings of the committee held during a period of 6 months.

    6.16 The Committee may fill any casual vacancy by the appointment of any member for the remaining term of office.

  7. Financial management

    7.1 The funds of the Group will be derived from subscriptions, donations and such other sources as the Committee determines, and will be applied to the pursuit of the objectives of the Group as determined by the Committee.

    7.2 The Treasurer will collect and receive all moneys, make all authorised payments, and keep correct accounts and books showing the financial affairs of the Group with full details of all receipts and expenditures.

    7.3 All cheques, drafts, bills of exchange, promissory notes and other negotiable instruments will be signed by two members of the Group approved by the Committee.

    7.4 The financial year will start on 1st July and end on 30th June the following year unless otherwise determined by a general meeting.

    7.5 At the close of each financial year the Treasurer will prepare for submission to the Annual General Meeting a financial statement containing the following information:

    1. The income and expenditure of the Group during its last financial year;
    2. The assets and liabilities of the Group at the end of its last financial year;
    3. The mortgages, charges and securities of any description affecting any of the property of the Group at the end of its last financial year;
    4. In respect of each trust of which the Group was trustee during a period, being the whole or any part of its last financial year
      1. the income and expenditure of the trust during that period;
      2. the assets and liabilities of the trust during that period; and
      3. the mortgages, charges and securities of any description affecting any property of the trust at the end of that period.

    7.6 The accounts and books of the financial affairs of the Group are to be available for inspection by members by appointment.

    7.7 The Committee may recommend payment of an honorarium. Such recommendation must be approved at an Annual General Meeting or Special General Meeting.

    7.8 When deemed necessary, an auditor may be engaged to inspect the records and account keeping books.

  8. Elections

    8.1 Nominations of candidates for election as office-bearers of the Group or as ordinary members of the committee:

    1. must be made in writing, signed by two members of the Group and accompanied by the written consent of the candidate (which may be endorsed on the form of the nomination), and
    2. must be delivered to the secretary of the Group at least 7 days before the date fixed for the holding of the annual general meeting at which the election is to take place.

    8.2 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.

    8.3 If insufficient further nominations are received, any vacant positions remaining on the committee are taken to be casual vacancies.

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

    8.5 If the number of nominations received exceeds the number of vacancies to be filled, a secret ballot is to be held.

    8.6 No elected Executive Committee member shall hold the same position on the Executive for more than four consecutive years but may remain on the Executive for an indefinite period.

    8.7 The conduct of elections is the responsibility of a Returning Officer to be appointed by the Committee.

  9. Communication

    9.1 Members will be kept informed of the Group’s activities through meetings of the Group and a newsletter, which will be published at least twice per year.

    9.2 A Newsletter Editor may be appointed by the Committee.

  10. Dissolution

    10.1 The Group may be wound up voluntarily only by a special resolution which is supported by three quarters of such members as, being entitled to do so, vote at an Annual General Meeting or Special General Meeting. Not less than 21 days notice will be given of the intention to propose such special resolution.

    10.2 In the event of the winding up or the cancellation of the incorporation of the Group the assets of the Group will be distributed as determined by the members to an organisation or organisations having similar aims and objectives.

  11. Miscellaneous

    11.1 Insurance

    1. The Group may effect and maintain an insurance policy (s) where and when deemed necessary.

    11.2 Definitions

    1. Public Officer: An incorporated association must have a Public Officer at all times. The Public Officer is the official contact between the Group and the Dept. of Fair Trading as well as other government departments. It is the responsibility of the Public Officer to notify the Department of Fair Trading of any changes in the Group and its financial position. It is usually the Secretary who fills the role of Public Officer however any other committee member may do so if approved by the committee and/or the members.
    2. Group: In this case the Group refers to the incorporated body known as The Friends of the Brush-tailed Rock-wallaby Incorporated.
    3. Association: Refers to the Dept. of Fair Trading.