The Constitution
Posted on: 25 August
CONSTITUTION OF THE SYDNEY VETERAN GOLFERS’ ASSOCIATION INC
As amended 6. 3 . 2009
1. INTERPRETATION
1.1 The Association means the above named Association.
1.2 The registered office of the Association is the address of the Secretary or such place as the Committee may from time to time determine.
1.3 “The Committee” means the General Committee of the Association constituted for the management of the business and affairs of the Association.
1.4 “Ordinary Member” means a financial member of a golf club affiliated with the Australian Golf Union, having an official A.G.U. handicap, who has attained the age of 55 years and is a financial member of the Association.
1.5 The boundaries of the Association are defined by the Sydney Metropolitan Area which for the purpose of this Constitution means the County of Cumberland.
1.6 “An ordinary resolution” must be proposed and seconded and passed by a majority of members present.
1.7 “Month” means calendar month.
1.8 By-Laws shall mean and include Rules.
1.9 “In writing” and “written” include printing, typing, lithography and other modes of representing and reproducing words in visible form.
1.10 Words purporting the singular number also include the plural and vice versa.
1.11 The financial year of the Association shall commence on the first day of January in each year and shall end on the last day of December of the same year.
2. OBJECTIVES
2.1 To provide and maintain a central organisation for the promotion of efficiency, progress, general control and development of the Sydney Veteran Golfers’ Association Inc.
2.2 The Association alone or jointly with any other Association, Club or persons with similar objectives, may –
(i) promote and hold golf and other sports meetings, competitions and matches;
(ii) offer, give or contribute towards prizes, medals and awards;
(iii) promote, give or support dinners and other appropriate forms of entertainment as may be proposed.
2.3 To establish or assist the establishing, to promote or subscribe to, or become a member of, or co-operate with, any other Association or Club the objectives of which are similar to those of the Association, or the establishment and/or promoting of which would be beneficial to the Association.
2.4 To raise money by entrance fees and subscriptions and to grant any rights and privileges to members.
2.5 To invest and deal with any moneys of the Association not immediately required, upon such securities and in such manner as the Committee may from time to tome determine to be to the advantage of the Association.
2.6 To conduct or assist or take part in the conduct of art unions, appeals or functions for the purpose of raising funds to carry out the objectives of the Association.
2.7 To do all such things as are incidental or conducive to the attainment of all of the above objectives.
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3. MEMBERSHIP
3.1 A person is qualified to be a member of the Association if they have attained 55 years of age and are a financial member of a Golf Club affiliated with the Australian Golf Union and have an official A.G.U. handicap.
3.2 The Association shall comprise Ordinary Members, Life Members, Honorary Members, and such other classes of members as shall be created by members in General Meeting, or by the Committee; the special qualifications, rights and privileges of each of such classes being from time to time defined by Rules and By-Laws as determined by the Committee.
3.3 Application for membership shall be made in such manner and form and contain such information as the Committee may require in exercising its power and discretion as to the admission of any person to membership.
3.4 Membership privileges are not transferable and terminate in the event of a member”s death or of his resignation or expulsion from the Association. Such privileges may also be suspended or partially suspended as the Committee may determine.
3.5 At least fourteen (14) days prior to the first of January each financial year all members shall be sent notification of all subscriptions due by them to the Association as from first January of the year for which subscription is due; and all such subscriptions must be paid on or before the end of January of that year.
3.6 If a member fails to pay any subscription due by him to the Association on or before the thirty-first of January of the year for which the subscription is due, the name of such member may on the direction of the Committee be removed from the Register and, in the event of such action by the Committee, he shall forfeit his membership and all privileges; and, in addition, if such member desires to regain the status of financial member it may be necessary for him to re-join the Association with payment of any entry fee as well as all subscriptions due by him to the Association.
3.7 A member who shall breach this Constitution or any of the Rules or By-Laws of the Association, or whose conduct shall be deemed by the Committee to render him unfit to be a member, may as the result of three-quarters majority of the Committee at a duly constituted meeting of the Committee, have his name removed from the Register, and be excluded from membership of the Association; provided that such member shall have been given at least seven (7) days notice of the time and place of such Committee Meeting in order that he may have the opportunity at the meeting to explain, and if he so desires, speak in defence of his conduct.
3.8 Members’ addresses, their membership particulars and the names of the affiliated Golf Clubs of which they are members shall be registered with the Secretary and any subsequent change thereof shall be notified to him without undue delay.
3.9 Life Membership
(i) A proposal for Life Membership of the Sydney Veteran Golfers’ Association Inc. must be submitted to the Committee of the Association in writing and signed by two Full Members of the Association.
(ii) the eligibility criteria are –
a. Fifteen years of continuous full membership of the Association and a regular participant in Association activities; or
b. At least ten (10) years dedicated service as a Committeeman or in a co-opted role which has contributed significantly to the financial viability and playing conditions of the Association.
(iii) The Committee will ascertain that the membership or the proposed Member meets the
eligibility required. If the Committee ascertains that the eligibility criteria has not been met
the proposers are to be contacted and asked to withdraw their nomination.
(iv) Where the eligibility criteria are met, the Secretary will arrange for the proposal to be
presented to Members for consideration at the next Annual General Meeting.
4. RESIGNATION OF MEMBERSHIP
4.1 A member of the Association is not entitled to resign that membership except in accordance with this rule.
4.2 A member of the Association who has paid all amounts payable by the member to the Association may resign from membership of the Association by first giving the Secretary written notice.
4.3 If a member of the Association ceases to be a member under Rule 4.2, 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.
5. MEMBERS” LIABILITIES
5.1 The liability of a member of the Association to contribute towards the payment of 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 8.1.
5.2 Indemnity
(i) Members of the Committee and other Officers for the time being of the Association who accept or incur any pecuniary liability on the direction of the Committee shall be indemnified out of Association funds against any personal expense in respect of such liability, provided that such liability and personal loss were not the outcome of a member’s willful fault or dishonesty.
6. MEMBERSHIP DISPUTES
6.1 Disputes between members (in their capacity as members) of the Association, and disputes between members and the Association, are to be referred to the Committee and if necessary then referred to a community justice centre for mediation in accordance with the Community Justice Centres Act 1983.
7. THE COMMITTEE
7.1 Management of the business and affairs of the Association and the custody and control of funds and property shall be vested in a General Committee consisting of the President, Vice President, Captain, Vice Captain, Secretary, Treasurer and up to eight (8) ordinary members.
7.2 Subject to the Act, the Regulation and these Rules and to any resolution passed by the Association in General Meeting, the Committee:
(i) is to control and manage affairs of the Association; and
(ii) may exercise all such functions as may be exercised by the Association, other than those functions that are required by the Rules to be exercised by a General Meeting of members of the Association; and
(iii) has power to perform all such acts and do all such things necessary for the proper management of the affairs of the Association.
7.3 The Committee shall have power to co-opt ordinary members as is deemed necessary from time to time.
7.4 The Committee shall be elected at the Annual General Meeting of the Association each year and shall hold office until the next Annual General Meeting and/or the appointment of successors.
7.5 Any casual vacancy occurring in the Committee may be filled by a nominee of the Committee who may hold office until the next Annual General Meeting.
7.6 The Committee shall meet at least every two months for the transaction of business, a record of which and of all resolutions and other proceedings of the Committee shall be recorded in a book provided for the purpose together with the names of Committee Members present.
7.7 Additional meetings of the Committee may be convened by the President or by any two members of the Committee.
7.8 Any eight (8) members of the Committee constitute a quorum for the transaction of the business of a meeting of the Committee.
7.9 The Committee shall have all such administrative and other powers, including the power to make, vary and repeal By-Laws as may be necessary to effect the purposes and carry out all, or any of the objects of the Association.
7.10 The Committee may appoint any delegate or delegates to represent the Association for any purposes and with such powers as are deemed necessary.
7.11 The Committee shall appoint :
(i) any member of their body to assist the Secretary;
(ii) sub-committees with power to co-opt from among members of the Association to assist in the orderly running of the activities of the Association.
7.12 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.
8. FUNDS SOURCE AND MANAGEMENT
8.1 For the maintenance of control and management of the Association the Committee shall, by Rules and By-Laws determine from time to time entrance fees and subscriptions to be paid by members.
8.2 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.
8.3 All money received by the Association must be deposited as soon as practicable and without deduction to the credit of the Association’s bank account.
8.4 The Association must, as soon as practicable after receiving any money, issue an appropriate receipt.
8.5 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.
8.6 The President, Treasurer and two other members of the Committee authorised by the Committee, be registered as signatories of which any two (2) must sign cheques, drafts, investments and other negotiable instruments.
8.7 Winding up
(i) The Association may not be wound up or dissolved except at a Special General Meeting called for the purpose.
(ii) If upon the winding up or dissolution of the Association there remains, after satisfaction of all debts and liabilities, any property whatsoever, the proceeds thereof shall not be paid to or distributed amongst members of the Association, but, in the first instance, shall be used for the reconstruction and re-establishment of the Association; however, in absence of such re-establishment being possible, the proceeds shall be paid to the New South Wales Veteran Golfers’ Association Incorporated.
8.8 The Committee shall determine :
(i) the amount of any payment that may be made to any member in respect of any expense incurred on behalf of the Association;
(ii) the manner in which any such payment shall be made.
8.9 The Committee shall determine, and then refer to the Annual General Meeting for approval :
(i) the amount of any payment to be made to any member in respect of any service rendered on behalf of the Association;
(ii) the manner in which any such payment shall be made.
9. ANNUAL GENERAL MEETING
9.1 At least six (6) weeks but not later than twelve (12) weeks after the end of the financial year a General Meeting to be termed the Annual General Meeting shall be held at such time and place as may be determined by the Committee with twenty one (21) days prior notice in writing being given to all members.
9.2 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 :
(i) to confirm the minutes of the last preceding Annual General Meeting and of any Special General Meeting held since that meeting;
(ii) to receive from the Committee reports on the activities of the Association during the last preceding financial year;
(iii) to elect office-bearers of the Association and ordinary members of the Committee.
(iv) to receive and consider the audited financial statement.
9.3 An Annual General Meeting must be specified as such in the notice convening it.
10. SPECIAL GENERAL MEETING
10.1 The Committee may, whenever it thinks fit, convene a Special General Meeting of the Association
10.2 The Committee must, on the requisition in writing of at least twenty (20) financial members, convene a Special General Meeting of the Association.
10.3 A requisition of members for a Special General Meeting ,
(i) must state the purposes of the meeting; and
(ii) must be signed by the members making the requisition, and
(iii) must be lodged with the Secretary; and
(iv) may consist of several documents in similar form, each signed by one or more of the members making the requisition.
10.4 If the Committee fails to convene a Special General Meeting to be held within one (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 three months after that date.
10.5 A Special General Meeting convened by a member or members as referred to in Rule 10.2 must be convened as nearly as is practicable in the manner as General Meetings are convened by the Committee and any member who consequently incurs expense is entitled to be reimbursed by the Association for any expense so incurred.
11. NOTICE OF GENERAL MEETINGS
11.1 At least twenty one (21) days notice of a General Meeting specifying the place, day and hour of the meeting and in the case of special business the general nature of that business shall be given in writing to all members. However, the non-receipt of the notice of the meeting by any member shall not invalidate the proceedings of such meeting.
11.2 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 twentyone (21) days before the date fixed for the holding of the General Meeting, cause notice to be sent to each member specifying the intention to propose the resolution as a special resolution.
11.3 No business other that 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 Rule 9.2.
11.4 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.
12. PROCEEDINGS AT GENERAL MEETINGS
12.1 No item of business is to be transacted at a General Meeting unless a quorum of members entitled to vote is present during the time the meeting is considering the item.
12.2 A quorum at all General Meetings shall be not less than twenty (20) members present and entitled to vote.
12.3 On any question arising at a General Meeting of the Association a member has one vote only.
12.4 All votes must be given personally.
12.5 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.
12.6 A member is not entitled to vote at any General Meeting of the Association unless all money due and payable by the member has been paid.
12.7 A question arising at a General Meeting of the Association is to be determined on a show of hands unless before, or on the declaration of the show of hands, a poll is demanded.
12.8 At a General Meeting of the Association, a poll may be demanded by the Chairperson or by at least three (3) members present in person.
12.9 If a poll is demanded at a General Meeting, the poll must be taken :
(i) immediately in the case of a poll which relates to the election of the Chairperson of the meeting or to the question of an adjournment; or
(ii) in any other case, in such manner and at such time before the close of the meeting as the Chairperson directs, and the resolution of the poll on the matter is taken to be the resolution of the meeting on that matter.
12.10 A resolution of the Association is a special resolution if it is passed by a majority which comprises at least three-quarters of such members of the Association as, being entitled under these rules so to do, vote in person at a General Meeting of which at least twentyone (21) days written notice specifying the intention to propose the resolution as a resolution was given in accordance with these rules.
13. ELECTIONS
13.1 Nominations of candidates for all Committee positions and any subsequent ballot(s) if required shall be made on the official nomination forms and ballot papers as arranged and approved by the Committee.
13.2 Date of closing of nominations shall be three (3) weeks prior to the date of the Annual General Meeting and all nominations shall be delivered to the Secretary no later than six (6) o”clock p.m. on the said date of closing.
13.3 The Committee shall appoint a Returning Officer to take charge of the ballot; provided that no existing Committee member or nominee Committee shall be eligible to act in this capacity.
13.4 The Returning Officer shall supervise the issue of ballot papers at the Annual General Meeting, the examination of such ballot papers, the counting of votes and shall report all results of the ballots to the Chairman of the Annual General Meeting.
13.5 A member may be nominated for more than one position but, if elected to one position, will be deleted from the ballot(s) for the remaining position(s).
13.6 In the event of a tied vote, the Returning Officer shall report accordingly and the position will be determined by drawing lots.
13.7 Where nominations for any positions on the Committee result in only sufficient candidates being nominated, no ballot for those positions shall be held, the candidates being deemed to be elected unopposed.
14. SECRETARY
14.1 It is the duty of the Secretary to keep minutes of;
(i) all appointments of office-bearers and members of the Committee;
(ii) the names of members of the Committee present at a Committee Meeting or a General Meeting; and
(iii) all proceedings at Committee Meetings and General Meetings.
14.2 Minutes of proceedings at a meeting must be signed by the Chairperson of the meeting or by the Chairperson of the next succeeding meeting.
15. TREASURER
15.1 It is the duty or the Treasurer of the Association to ensure;
(i) that all money due to the Association is collected and received and that all payments authorised by the Association are made; and
(ii) 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.
15.2 At least seven (7) days prior to Committee Meetings the Treasurer shall provide each member of the Committee with an Income and Expenditure Account setting out all transactions since the previous meeting showing the Bank balances and any other investments of the Association.
16. AUDITOR
16.1 At the Annual General Meeting an Auditor or Auditors shall be appointed with or without remuneration, however, in the event of no such appointment being made or of the office of Auditor falling vacant, the appointment of Auditor shall be made by the Committee.
16.2 The Auditor may be a member of the Association provided that no member of the Committee or other Officer of the Association shall be eligible as Auditor.
16.3 The Auditor shall have access to all accounts, books, correspondence and records of the Association in order to audit the accounts for the financial year under consideration and shall comment as may be necessary on the said accounts as presented at the Annual General Meeting.
17. ALTERATION OF CONSTITUTION
17.1 No repeal of, or amendment or addition to the Constitution of the Association shall be made except by special resolution submitted to an Annual General Meeting or Special General Meeting.
17.2 Notice of any proposed alteration shall be forwarded to the Secretary in order to reach him on or before thirty first (31) December preceding the meeting specifying the nature of the proposed alteration.
17.3 A resolution to repeal, amend or add to any clause or clauses of the Constitution must be passed by three quarters majority of members present and entitled to vote.
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