ADELAIDE BIRD CLUB INCORPORATED
Constitution and Rules
| 1. |
Name |
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(a) |
The name of the incorporated club shall be known as ADELAIDE BIRD CLUB INCORPORATED, referred to herein as “The Club”. |
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(b) |
The address of the club shall be that of the Secretary in office, or as determined by the Committee. |
| 2. |
Objectives |
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(a) |
To study native and foreign birds. |
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(b) |
To arrange exhibitions, lectures and discussions on the best means to achieve objective |
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(c) |
To promote hygienic keeping, scientific feeding and breeding of birds in the best and most natural conditions possible. |
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(d) |
To affiliate with, and accept affiliations from other bird clubs, associations and societies, having similar objectives in any part of the world. |
| 3. |
Definitions |
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(a) |
“Committee” means the committee of management of the club. |
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(b) |
“General Meeting” means a general meeting of members of the club convened in accordance with these rules. |
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(c) |
“Member” means a member of the Club. |
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(d) |
“The Act” means the Association’s Incorporation Act (AIA) 1985, or any other relevant Act and any amendments thereto. |
| 4. |
Membership |
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(a) |
Any person wishing to join the Club shall complete an application for membership in writing and submitted with the appropriate fees. |
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(b) |
Every application for membership shall come before the next Committee meeting and the applicant shall be awarded membership only on a resolution of that meeting. |
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(c) |
In the event of the application being rejected, all fees shall be refunded to the applicant in full. |
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(d) |
All juniors applying for membership must have their parent’s or guardian’s consent before applications for membership will be considered. |
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(e) |
All successful applicants for membership shall receive a copy of the Constitution and Rules. |
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4.1 |
Membership Type |
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(i) The club members shall comprise of all current financial members, Patron/s, Life and Honorary members.
(ii) Family Membership: Any number of members of the one family residing at the same address .
(iii) Single Membership: One person only.
(iv) Junior Membership: One person under the age of 16 years
(v) Life Membership: Ref. Clause 10. (a).
(vi) Honorary Membership: Ref. Clause 10. (b).
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4.2 |
Subscriptions |
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(i) The Committee shall set subscription fees for each category of membership. Notification of these fees shall be advised at the Annual General Meeting.
(ii) Subscriptions shall become due on March 1st of each year and payable to the Treasurer, who shall issue a receipt from the Club's receipt book.
(iii) Any member in arrears of payment of subscriptions is to be brought to the attention of the Committee.
(iv) Any member whose subscription is three (3) months in arrears shall automatically cease to be a member of the Club, but may be re-instated on application to the Committee after payment of arrears. Unfinancial members shall not be eligible to vote on matters requiring resolution by members, and shall not receive the Club’s newsletter.
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4.3 |
Resignations |
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(i) Any member resigning from the Club or ceasing to be a member thereof, from any cause whatsoever, shall not be entitled to, nor have, any claim upon the property of the Club or any part thereof. |
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4.4 |
Expulsions |
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(i) Any member whose conduct, in the opinion of the Club, is discreditable or injurious to the character of interests of the Club or who fails to observe any direction or decision of any official may be disciplined.
(ii) Before any member is expelled or suspended, the Committee shall inquire into all details of the alleged misconduct and the members shall be given every opportunity to defend themselves and to justify their conduct.
(iii) The Committee may expel, suspend or discipline any member who fails to provide sufficient evidence or justification for their actions, provided that a quorum is present at a Committee Meeting following the inquiry by a majority of the Committee which recommends expulsion, suspension or other disciplinary action.
(iv) In the event of the member being expelled from membership or of any member not complying with any penalty imposed by the Club, then their name shall be removed from the register of members and they shall thereupon cease to be a member.
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4.5 |
Register of Members |
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(i) A register of members must be kept and contain, name and address of each member, date of joining and if applicable, the date of and reason(s) for termination of membership.
(ii) The Treasurer shall maintain the register of members.
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| 5. |
Committee |
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5.1 |
Power and Duties |
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(i) The affairs of the Club shall be managed and controlled exclusively by the Committee which in addition to any powers conferred by these rules may exercise all such powers and do all such things as are within the objectives of the Club, and are not by these rules required to be done by the Club in a General Meeting. The President, Vice President, Secretary, Treasurer and one committee member, may deal with matters requiring immediate attention.
(ii) The Committee shall be comprised of a President, Vice President, Secretary and Treasurer and 3 or more Committee members all of whom shall be financial members of the Club.
(iii) The President shall be Chairperson, or in the absence of the President, the Committee shall appoint a Chairperson from amongst their members. The Chairperson shall have a casting vote as well as a deliberate vote.
(iv) The Vice President shall assist the President when called upon to do so, and take the Chair in the absence of the President.
(v) The Secretary shall be the Club’s official Public Officer, and as such, shall hold the Club’s Common Seal. The Secretary will be responsible for lodging any returns as required by law and alterations to the Constitution to the Corporate Affairs Commission. The Secretary shall summon all meetings as provided for in the rules, keep a record of proceedings of the Club and be responsible for all papers and correspondence except those relating to finance and membership records. The Secretary shall submit his/her Annual report, covering the Club’s activities during the previous year.
(vi) The Treasurer shall collect, and give receipts for, all funds; and shall bank, or invest as directed by the Club, all such funds not immediately required, to the credit of the Club. The Treasurer shall keep a record of all receipts and disbursements made on behalf of the Club and shall submit a financial report for consideration at each normal Committee meeting. The Treasurer shall present the Financial Report and audited financial statements for the year ended, at the Annual General Meeting. The Treasurer shall maintain, or cause to maintain a register of members.
(vii) The Committee shall meet as often as they deem it expedient, at such time and place as may be arranged by the Committee.
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5.2 |
Appointments |
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(i) The Committee shall be elected by ballot, to be taken at the Annual General meeting, which shall be held in February of each year, and shall hold office for a period of two (2) years with half of the Committee retiring each year. For the purpose of commencement of this system in the first year, the following committee positions will fall vacant after one (1) year: - President, Treasurer and half (˝) the Committee members. The committee shall hold office, subject to these rules, until the election of the Committee of retiring members at the next Annual General Meeting.
(ii) Nominations for office bearers shall be submitted in writing, signed by the nominator and endorsed by the nominee, and lodged with the Secretary one calendar month before the Annual General Meeting. Retiring Committee members can stand for re election.
(iii) Where there is more than one nomination received for one position, voting shall be by ballot.
(iv) The Chairperson shall appoint two (2) scrutineers, such persons shall not hold, nor be seeking election to, any Committee position at the time of their appointment as a scrutineer.
(v) Each member of the Committee shall be entitled to one vote on any matter under discussion/decision, the Chairperson shall be entitled to a normal vote as well as a casting vote if a tied vote occurs.
(vi) In the case of an insufficiency of nominees for election at the Annual General Meeting, or in the case of a vacancy occurring in any office, the Committee shall have the power to fill such vacancy/vacancies for the remainder of the Club’s year.
(vii) In the event of any office bearer or Committee member being absent from three (3) consecutive meetings of the Committee, without leave of absence being applied for and granted by the Committee, they shall automatically cease to be a member of the Committee.
(viii) Any office bearer, or Committee person, who acts in a disorderly manner or in any manner detrimental to the interest of the members of the Club, may be suspended from the Committee, by a two thirds majority vote of the Committee, for such period as may decided by the Committee. However, no such action shall be taken without such office bearer, or Committee person being given the opportunity to explain their conduct.
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| 6. |
Meetings |
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(a) |
The Annual General Meeting and election of officers shall be held in February of each year. |
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(b) |
A General meeting of the Club shall be held at such time and place as may be arranged by the Committee. At least fourteen (14) days notice of any General Meeting shall be given to members. |
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(c) |
A Special General Meeting may be called by the Committee at any time or by the Secretary upon the discretion of the President, or by requisition of five (5) financial members of the club. The reason for which the meeting is called is to be stated in writing to the Secretary. The members of the Club must be informed in writing of the reasons for which the meeting is called at least fourteen (14) days before such Special General Meeting is scheduled to be held. The Secretary shall call such meetings within twenty one (21) days of receiving the required request. |
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(d) |
Only financial members or Life Members of the Club over the age of sixteen (16) years shall have the privilege of moving or seconding any motion. Any person at a meeting may enter into any relevant discussion before the chair at the discretion of the Chairperson. |
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(e) |
In the event of any urgent matters arising between meetings that require prompt attention, then the President, Secretary and any two (2) other members of the committee shall constitute the Committee with the power to deal with such matters. Their action shall be presented to the next Committee Meeting or General Meeting for ratification. |
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6.1 |
Voting at General Meetings |
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(i) Every financial member of the Club has only one vote at a meeting.
(ii) A question for decision at a General Meeting, must be determined by a majority of members who vote in person or, where proxies are allowed, by proxy, at that meeting.
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6.2 |
Quorums at Meetings |
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(i) Eight (8) members shall form a quorum at any General Meeting. If within thirty (30) minutes of the time appointed for such a meeting a quorum is not available, the meeting shall stand adjourned to a time and place appointed by the committee.
(ii) A quorum for any meeting of the committee shall be five (5).
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6.3 |
Proxies |
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(i) A member shall be entitled to appoint in writing a natural person who is also a member of the Club to be their proxy, and attend and vote at any General Meeting of the Club.
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| 7. |
Finance |
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(a) |
The income and the property of the Club shall be applied solely to the promotion of its objectives and no part thereof shall be paid or transferred directly or indirectly by way of dividend or bonus or otherwise by way of pecuniary profit to the members, provided that remuneration may be paid in good faith to officers and the servants of the Club or other persons in return for services to the Club. |
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(b) |
The Club’s monies shall be vested in a banking account in the name of the Club with any two of the President, Vice President, Secretary or Treasurer to operate. |
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(c) |
All accounts shall be paid by petty cash or cheque. |
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(d) |
The Secretary and Treasurer shall be allowed a petty cash advance as set by the Committee to pay incidental expenses for which a docket or receipt must be obtained. |
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(e) |
A brief statement of receipts and expenditure, and the bank balance shall be furnished monthly at meetings. |
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(f) |
The first financial year of the Club shall be the period ending on the next 31 December following incorporation, and thereafter a period of 12 months commencing on 1 January and ending on 31 December of each year. |
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(g) |
The Treasurer shall present an audited balance sheet for the year ending 31 December to the Annual General Meeting. The Auditor to be appointed by the Committee. |
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(h) |
All assets of the Club in any form shall only be stored or kept in such places as approved by the Committee. |
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(i) |
Social or fund raising sub-committees may be appointed by the Committee, but any donations received or funds raised will become the property of the Club, but after approval by the members may be used for other activities. |
| 8. |
Winding-up of the Club |
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(a) |
In the event of the cessation of the activities of the Club for twelve (12) months, it will be considered that the club has been disbanded. |
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(b) |
If on dissolution of the Club there remain, after the satisfaction of all debts and liabilities, any assets whatsoever, the same shall be paid and distributed amongst Clubs with similar objectives or a charity in South Australia. |
| 9. |
Alterations to the Constitution |
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(a) |
No alterations, additions or deletions shall be made to these Constitution and Rules except at the Annual General Meeting or Special General Meeting convened for this purpose. |
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(b) |
Any proposed amendment, repeal or addition to these Constitution and Rules must be provided in writing to all members at least fourteen (14) days prior to the Annual General Meeting or Special General Meeting convened to consider such proposed amendments. |
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(c) |
These Constitution and rules shall only be added to, altered or rescinded by resolution of members carried by a two thirds majority of financial members exercising the right to vote.
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(d) |
The alteration shall be registered with the Office of Consumer and Business Affairs, Corporate Affairs and Compliance Branch, as required by the Act. |
| 10. |
Life & Honorary Members |
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(a) |
Life membership; may be granted by resolution at an Annual General Meeting in recognition of services to the Club. A nomination for life membership shall be
submitted in writing, to the Committee, who may recommend that the nomination be
submitted to the next Annual General Meeting of the Club. Life members shall be
exempt from payment of annual subscriptions, but shall be entitled to all rights
privileges of an ordinary member. Life members shall not be entitled to attend
Committee meetings, unless an Office bearer of the Club, except at the joint invitation
of the President, Secretary and Treasurer. |
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(b) |
The Committee shall have the power to grant Honorary Membership to any person or persons as they shall deem fit, for a maximum period of twenty eight (28) days. Honorary members shall be entitled to all benefits and privileges of membership, except the right to vote for office-bearers or Committee persons, or serve on the Committee. |
| 10. |
Questions Unprovided for |
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(a) |
The Committee whose decision shall be final shall deal with any question or matter that may arise not being specified or dealt with in these rules. |
