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ILLAWARRA DRAGON BOAT CLUB

INCORPORATED

CONSTITUTION

TABLE OF CONTENTS

  1. NAME OF CLUB
  2. DEFINITIONS
  3. OBJECTIVES OF THE CLUB
  4. MEMBERSHIP
  5. APPLICATION FOR MEMBERSHIP
  6. CESSATION OF MEMBERSHIP
  7. RESIGNATION OF MEMBERSHIP
  8. REGISTER OF MEMBERS
  9. GRIEVANCE PROCEDURE
  10. DISCONTINUANCE FOR BREACH
  11. SUBSCRIPTIONS AND FEES
  12. POWERS OF THE COMMITTEE
  13. COMPOSITION OF THE COMMITTEE
  14. ELECTION OF COMMITTEE MEMBERS
  15. VACANCIES ON THE COMMITTEE
  16. COMMITTEE MEETINGS
  17. ANNUAL GENERAL MEETINGS
  18. SPECIAL GENERAL MEETING
  19. NOTICE OF GENERAL MEETINGS
  20. QUORUM FOR GENERAL MEETING
  21. PRESIDING MEMBER
  22. ADJOURNMENT OF MEETING
  23. VOTING PROCEDURE AT GENERAL MEETING
  1. INSURANCE
  2. CHANGE OF NAME, OBJECTIVES AND CONSTITUTION
  3. SERVICE OF NOTICES
  4. FINANCIAL YEAR
  5. WINDING UP
  6. DISTRIBUTION OF PROPERTY ON WINDING UP
  1. NAME OF CLUB

The name of the Club is Illawarra Dragon Boat Club Incorporated

  1. DEFINITIONS

In this Constitution unless the contrary intention appears:

“ACT” means the Associations Incorporation ACT 2009 (NSW)

“AUSDBF” means Australian Dragon Boat Federation.

“COMMITTEE” means the body managing the Club and consisting of the committee members.

“COMMITTEE MEMBER” means a Member of the Committee and includes any person acting in that capacity from time to time appointed in accordance with this Constitution.

“CONSTITUTION” means this Constitution of the Club.

“DBNSW” means Dragon Boats New South Wales.

“GENERAL MEETING” means the annual or any special general meeting of the Club.

“LOCAL AREA” means the geographical area for which the Club is responsible as recognized by the regional and/or state organisations for Dragon Boat Racing of which the Club is a Member.

“MEMBER” means a registered financial Member of the Club.

“NATURAL PERSON” means an individual and not a company or an individual representing a company.

“PUBLIC OFFICER” means the person appointed to be the public officer of the Club in accordance with the Act.

“REGISTER” means a register of Members kept and maintained in accordance with clause 8.

“SPECIAL RESOLUTION” means a Special Resolution defined in the Act.

  1. AIMS AND OBJECTIVES OF THE CLUB

The Club is established solely for the Aims and Objectives.

These are:-

a)To encouragemembers to participate in all aspects of dragon boat racing.

b)To encourage members to follow the Club Motto which is “ Courage, Strength Power”

c)To support all members regardless of fitness and or ability.

d)To conduct, encourage, promote, advance and administer the sport of Dragon Boat Racing throughout the local area.

e)To act, at all times, on behalf of and in the interest of the Members and Dragon Boat Racing in the local area.

f)To affiliate and otherwise liaise with DBNSW and AUSDBF of which the club is a Member and adopt their rule and policy frameworks to further these objectives.

g)To abide by, promote, enforce and secure uniformity in the application of the rules of Dragon Boat Racing as may be determined from time to time by AUSDBF or DBNSW and as may be necessary for the management and control of Dragon Boat Racing and related activities in New South Wales.

h)To advance the operations and activities of the Club throughout the local area.

i)To have regard to the public interest in its operations.

j)To undertake and or do all such things or activities which are necessary, incidental or conducive to the advancement of these objectives.

  1. MEMBERSHIP

A person is eligible to be a member of Illawarra Dragon Boat Club Inc if:-

a)The person is a natural person, and

b)The person has been approved for membership of the club in accordance with clause 5.

  1. APPLICATION FOR MEMBERSHIP

Application for membership:

a)Must be made by a person in writing on the club membership form.

b)Must be lodged with the membership secretary of the club.

c)As soon as practicable after receiving an application of membership the secretary must refer the nomination to the committee which is to determine whether to accept or to reject the application.

d)As soon as practicable after the Committee makes that determination the membership secretary must notify the result of the application to the applicant.

  1. CESSATION OF MEMBERSHIP

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

a)Dies or

b)Resigns membership or

c)Is expelled from the club, or

d)Fails to pay the annual membership fee within 2 months after the fee is due.

  1. RESIGNATION OF MEMBERSHIP

a)Amember of the club may resign from membership of the club by giving written notice to the membership secretary.

b)If a member of the club ceases to be a member under subclause (a), and in every other case where a member ceases to hold membership, the membership secretary must make an appropriate entry in the Register of members recording the date on which the member ceasedto be a member.

  1. REGISTER OF MEMBERS

8.1 Club to Keep Register

The club shall keep and maintain a Register in which shall be entered (as a minimum)

a)The full name, address and date of entry of each member and

b)Where applicable the date of termination of membership of any member.

Members should provide notice of any change of required details to the Club within one month of such change

8.2Inspection of Register

Having regard to the Act, confidentiality considerations and privacy laws, an extract of the Register, excluding the address or other direct contact details of any member, shall be available for inspection (but not copying) by members, upon reasonable request.

8.3 Use of Register

Subject to the Act, confidentiality considerations and privacy laws, the Register may be used to further the Aims and Objectives, in such manner as the Committee considers appropriate.

  1. GRIEVANCE PROCEDURE

a)The grievance procedure set out in this rule applies to disputes under these rules between a member and another member or the Club.

b)Theparties to the dispute must meet and discuss the matter in dispute, and, if possible, resolve the dispute within fourteen days after the dispute comes to the attention of all parties.

c)If the parties are unable to resolve the dispute at the meeting or if a party fails to attend that meeting, then the parties must, within ten days,refer the dispute for resolution to an independent mediator.

  1. DISCONTINUANCE FOR BREACH

a)Membership of the Club may be discontinued by the Committee upon breach of any clause of this Constitution or the Regulations, including, but not limited to, the failure to pay any monies owed to the Club,failure to comply with the Regulations or any resolutions or determinations made or passed by the Committee.

b)Membership shall not be discontinued by the Committee under clause 10(a) without the Committee first giving the accused Member the opportunity to explain the breach and/or remedy the breach.

c)Where a Member fails, in the Committee’s view to adequately explain the breach, that Member’s membership shall be discontinued under clause 10(a) by the Club giving written notice of the discontinuance to the Member. The Register shall be amended to reflect any discontinuance of membership under this clause 10 as soon as practicable.

  1. SUBSCRIPTION AND FEES

The annual membership subscription (if any) and any fees or other levies payable by Members to the Club and the time for and manner of payment shall be as determined by the Committee. The amount of the annual membership fee and the due date will be notified to all active club members one month prior to the due date.

  1. POWERS OF THE COMMITTEE

Subject to the Act and this Constitution, the business of the Club shall be managed and the powers of the Club shall be exercised by the Committee. In particular, the Committee shall act in accordance with the Aims and Objectives and shall operate for the benefit of the Members and the community throughout the local area.

  1. COMPOSITION OF THE COMMITTEE

The Committee shall comprise:-

a)Maximum seven office bearers and at least three ordinary committee members who must all be Registered Members and who shall be elected under clause 14.

b)A member may be co-opted onto the committee to perform a certain task from time to time if the Committee deems it necessary, that member will only stay as part of the committee till the completion of that task.

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

14 ELECTION OF COMMITTEE MEMBERS

Nominations for elected Committee Member Positions

a)Shall be called for forty-eight (48) days prior to the annual general meeting.

b)Must be in writing

c)On the prescribed form(if any) provided for that purpose.

d)Signed by two individual Members

e)Certified by the nominee (who must be a Member) expressing his/her willingness to accept the position for which he/she is nominated, and

f)Delivered to the Club not less than thirty-five (35) days before the date fixed for the annual general meeting.

14.1Elections

a)If the number of nominations received is equal to the number of vacancies to be filled or if there are insufficient nominations received to fill all vacancies on the Committee, then those nominated shall be declared elected only if approved by the majority of Members entitled to vote.

b)if there are insufficient nominations received to fill all vacancies on the Committee or if a person is not approved by the majority of Members under clause 14.1(a). the positions will be deemed casual vacancies under clause 15.1

c)if the number of nominations exceeds the number of vacancies to be filled, voting papers shall be prepared containing the names of the candidates in alphabetical order for each vacancy on the Committee.

d)Voting shall be conducted in such a manner and by such a method as determined by the Committee from time to time.

14.2Term of Appointment for Elected Committee Members

a) Committee Members elected under clause 14 shall be elected for a term of two years. Subject to provisions in this Constitution relating to early retirement or removal of Committee Members, elected committee Members shall remain in office from the conclusion of the annual general meeting at which the election occurred until the conclusion of the second annual general meeting following.

b)To ensure continuity and stability in running the club, half of the elected Committee Members shall retire in each odd year and the remaining half in each even year, retiring Committee Members are eligible for re-election.

c)The sequence of retirements under clause 14.2(b) to ensure rotational terms shall be determined by the Committee. If the Committee can not agree it will be determined by lot.

  1. VACANCIES ON THE COMMITTEE
  2. Casual Vacancies

Any casual vacancy occurring in the position of Committee Member may be filled by the remaining Committee Members. Any casual vacancy may only be filled for the remainder of the Committee Member’s term under this Constitution.

15.2Grounds for Termination of Committee Member

In addition to the circumstances in which the office of a Committee Member becomes vacant by virtue of the Act the office of a Committee Member becomes vacant if the Committee Member

a)Dies

b)Resigns his/her office in writing to the club

c)Is directly or indirectly interested in any contract or proposed contract with the Club and fails to declare the nature of that interest

d)In the opinion of the Committee (but subject always to this Constitution)

i) Has acted in a manner unbecoming or prejudicial to the Objectives and interests of the Club

ii) Has brought the Club into disrepute

e)Is removed by Special Resolution

f)Has a criminal conviction which may cast doubt on the integrity of the Committee.The member will be asked to resign as a member of the Committee, their Club membership can be maintained if they so wish.

15.3Committee May Act

In the event of a casual vacancy or vacancies in the office of a Committee Member the remaining Committee Members may act. However, if the number of remaining Committee Members is not sufficient to constitute a quorum at a meeting of the Committee, they may act only for the purpose of increasing the number of Committee Members to a number sufficient to constitute a quorum.

  1. COMMITTEE MEETINGS
  2. Committee to Meet

The Committee must meet at least three times in every calendar year, with additional meetings as is deemed necessary for the dispatch of business. A committee member may at any time convene a meeting of the Committee within reasonable time.

16.2Decisions of the Committee

Subject to this Constitution, questions arising at any meeting of the Committee shall be decided by a majority of votes and not subject to a casting vote, a determination of a majority of members shall for all purposes be deemed a determination of the Committee. All members shall have one vote on any question. Where voting is equal, the motion will be lost.

16.3Quorum

At meetings of the Committee the number of members whose presence is required to constitute a quorum is five (5).

16.4Notice of Committee Meetings

Unless all members agree to hold a meeting at shorter notice not less than fourteen (14) days written notice of the meeting of the Committee shall be given to each member. The agenda shall be forwarded to each member not less than four (4) days prior to such meeting.

16.5Club President

The Committee shall appoint a President from among the membership. The President shall be the nominal head of the Club and will act as chair of any Committee meeting or General Meeting at which he/she is present. If the President is not present, or is unwilling or unable to preside at a Committee meeting the remaining members shall appoint another Member to preside as chair for that meeting only.

  1. ANNUAL GENERAL MEETING

a)The Club’s Annual General Meeting shall be held in accordance with the Act and this Constitution. It should be held, within 6 months after the close of the Club’s financial year, on a date and at a venue determined by the Committee.

b)All General Meetings other than the Annual General Meeting shall be Special General Meetings and shall be held in accordance with this Constitution.

  1. SPECIAL GENERAL MEETING

a)The secretary will convene a Special General Meeting when five per cent of Members (no less) submit a requisition in writing.

b)The Committee may, whenever it thinks fit, convene a Special General Meeting of the Club.

c)The requisition for a Special General Meeting shall state the objectives of the meeting, be signed by the Members making the requisition and be sent to the Club. The requisition may consist of several documents in a like form, each signed by one or more of the Members making the requisition.

d)If the Committee does not cause a Special General Meeting to be held one month after the date in which the requisition is sent to the Club, the Members making the requisition, or any of them, may convene a Special General Meeting to be held no later than three months after that date.

e)A Special General Meeting convened by Members under this Constitution shall be convened in the same manner, or as close as possible, as those convened by the Committee.

  1. NOTICE FOR GENERAL MEETINGS

a)Except if the nature of the business proposed to be dealt with at a General Meeting requires a Special Resolution of the Club, 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.

b)If the nature of the business proposed to be dealt with at a General Meeting requires a Special Resolution of the Club, 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 (a), the intention to propose the resolution as a Special Resolution.

c)No business other than that specified in the notice convening a General Meeting is to be transacted at the meeting.

d)A member desiring to bring any business before a General Meeting may give notice in writing of that business to the secretary no less than 35 days prior to the General Meeting.

  1. QUORUM FOR GENERAL MEETING

No business shall be transacted at any General Meeting unless a quorum is present at the time when the meeting proceeds to business. A quorum for General Meetings of the Club shall be a minimum of 25% of eligible members.

  1. PRESIDING MEMBER

The President of the Club shall, subject to this Constitution, preside as chair at every General Meeting except

a)In relation to any election for which the President is a nominee; or

b)Where a conflict of interest exists.

If the President is not present, or is unwilling or unable to preside, the delegates present shall appoint another member to preside as chairperson for that meeting only.

  1. ADJOURNMENT OF GENERAL MEETING

a)If within half an hour from the time appointed for the meeting a quorum is not present, the meeting shall be adjourned to a date, time or place determined by the chairperson.

b) No business shall be transacted at any adjourned meeting other than the business left unfinished at the meeting from which the adjournment took place.

c) When a meeting is adjourned for thirty days or more, notice of the adjourned meeting shall be given as in the case of an original meeting.

d) Except as provided in clause 22(c) it shall not be necessary to give any notice of an adjournment or the business to be transacted at any adjourned meeting.

  1. VOTING AT GENERAL MEETING

a)On any question arising at a General Meeting of the Club a member has one vote only.

b)In the case of an equality of votes on a question, the chairperson may not exercise a casting vote, in which case the motion will be lost.

c) A member is not entitled to vote at any General Meeting of the Club unless all money due and payable by the member to the Club has been paid.

d)Proxy voting must not be undertaken at or in respect of a General Meeting.

  1. INSURANCE

The Club may effect and maintain insurance.

  1. CHANGE OF NAME, OBJECTIVES AND CONSTITUTION

a) The Club Name, the Constitution or Objectives shall not be altered except by Special Resolution.

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

  1. SERVICE OF NOTICES

a)Notices may be given by the Club to any person entitled under this Constitution to receive any notice. The notice can be sent by pre-paid post or by electronic mail to the Member’s registered address or electronic mail address.