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Constitution of the Australian Anthropological Society Inc.

Under the Associations Incorporation Act 2009

The AAS Constitution outlines the Society’s structure and functions, especially in regard to its membership, governance, meetings, and activities. It provides a detailed overview of the procedure for the election of the Executive Committee, as well as their duties and terms of office.

Constitution (pdf)

Contents

Part 1. Preliminary
  1. Name
  2. Definitions
  3. Objectives
Part 2. Membership
  1. Membership generally
  2. Application for membership
  3. Cessation of membership
  4. Membership entitlements not transferable
  5. Resignation of membership
  6. Register of members
  7. Fees
  8. Members’ liabilities
  9. Resolution of disputes
  10. Disciplining of members
  11. Right of appeal of disciplined member
Part 3. The committee
  1. Powers of the committee
  2. Composition and membership of committee
  3. Election of directors
  4. Secretary
  5. Treasurer
  6. Casual vacancies
  7. Removal of directors
  8. Committee meetings and quorum
  9. Appointment of Society members as directors to constitute a quorum
  10. Use of technology at committee meetings
  11. Delegation by committee to sub-committee
  12. Voting and decisions
Part 4. General meetings
  1. Annual general meetings
  2. Special general meetings
  3. Notice
  4. Quorum for general meetings
  5. Presiding member
  6. Adjournment
  7. Making of decisions
  8. Special resolutions
  9. Voting
  10. Proxy votes not permitted
  11. Postal or electronic ballots
  12. Use of technology at general meetings
Part 5. Miscellaneous
  1. Annual Conference
  2. Insurance
  3. Funds – source
  4. Funds – management
  5. Association is non-profit
  6. Distribution of property on winding up of the Society
  7. Change of name, objects and constitution
  8. Custody of books etc
  9. Alteration of objects and rules
  10. Inspection of books etc
  11. Service of notices
  12. Financial year


Part 1. Preliminary
  1. Name

  2. The name of the association is the ‘Australian Anthropological Society Incorporated’.

  3. Definitions

  4. 1. In this constitution:

    the Society means the Australian Anthropological Society Inc.

    the committee means the Society’s governing Executive Committee

    director means a member of the Society’s committee

    Secretary means:

    a. the person holding office under this constitution as Secretary of the Society, or
    b. if no person holds that office – the Society’s Public Officer.

    special general meeting means a general meeting of the Society other than an annual general meeting

    the Act means the Associations Incorporation Act 2009

    the Regulation means the Associations Incorporation Regulation 2016.

    2. In this constitution:

    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, if the function is a duty, a reference to the performance of the duty.

    3. The provisions of the Interpretation Act 1987 apply to and in respect of this constitution in the same manner as those provisions would so apply if this constitution were an instrument made under the Act.

  5. Objectives

  6. The Society represents the profession of anthropology in Australia. The objectives of the Society are:

    1. to advance anthropology as a professional discipline grounded in the systematic pursuit of knowledge and to promote its responsible use in the service of humankind

    2. to promote professional training, knowledge sharing, and practice in anthropology.
Part 2. Membership
  1. Membership generally

  2. 1. The Society has two membership categories:

    a. General Members, and
    b. Fellows.

    2. A person is eligible to be a General Member of the Society if:

    a. the person is a natural person, and
    b. the person is committed to engaging with anthropology and furthering the objectives of the Society, and
    c. the person has applied and been approved for membership of the Society in accordance with clause 5.

    3. A person is eligible to be a Fellow of the Society if that person satisfies the criteria for General Membership stipulated in subclause (2) and additionally satisfies one or other of the following criteria:

    a. the person has successfully completed a PhD degree in anthropology from a recognised university, or
    b. the person has engaged in substantial research, teaching, writing or other professional activities that are equivalent to the qualifications set out in subclause (3)(a).

    4. The Executive Committee may confer the title of Honorary Life Member on any person, in recognition of that person’s eminence in and contribution to the profession. The conferral shall be announced at the annual general meeting and the person shall thereafter be exempt from payment of all fees but shall enjoy all the entitlements of a Fellow of the Society.

  3. Application for membership

  4. 1. An application by a person for membership of the Society, in either the category of General Member or Fellow:

    a. must be made in writing (including by electronic means, if the committee so determines) in the form determined by the committee, and
    b. must be lodged (including by electronic means, if the committee so determines) with the Society’s committee or a delegated authority with payment of:

    i. the application fee, and
    ii. the sum payable under this constitution by a member as annual membership fee (including by electronic means, if the committee so determines), to be refunded in the event of rejection of the application.

    2. As soon as practicable after receiving an application for membership, the committee or delegated authority must determine whether to approve or reject the application.

    3. As soon as practicable after the committee makes that determination, the Secretary or a delegated authority must notify the applicant in writing (including by email or other electronic means, if the committee so determines) that the application has been approved or rejected (whichever is applicable).

    4. The Secretary must, on payment by the applicant of the amounts referred to in subclause (1)(b) and upon approval of the application, enter or cause to be entered the applicant’s name in the register of members and, on the name being so entered, the applicant becomes a General Member or Fellow of the Society, as applicable.

    5. Application materials for Fellows shall be kept by the Secretary or a delegated authority for at least 5 years.

  5. Cessation of membership

  6. A person ceases to be a member of the Society if the person:

    a. dies, or
    b. resigns membership, or
    c. is expelled from the Society, or
    d. fails to pay the annual membership fee under clause 10 (2)

    i. If a member fails to pay the annual membership fee for one financial year, his or her membership of the Society shall be deemed to have lapsed and shall terminate.
    ii. A lapsed member shall be re-admitted to the Society on payment of the appropriate annual fee for the financial year.

  7. Membership entitlements not transferable

  8. A right, privilege or obligation that a person has by reason of being a member of the Society:

    a. cannot be transferred or transmitted to another person, and
    b. terminates on cessation of the person’s membership.

  9. Resignation of membership

  10. 1. A member of the Society may resign from membership of the Society by first giving the Secretary at least 1 month’s written notice (or any other period that the committee may determine) of the member’s intention to resign. On the expiration of the period of notice, the member ceases to be a member.

    2. If a member of the Society ceases to be a member under subclause (1), 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.

  11. Register of members

  12. 1. The Secretary or a delegated authority must establish and maintain a register of the Society members (whether in written or electronic form) specifying:

    a. the name of each person who is a member of the Society
    b. the person’s postal, residential and email address
    c. whether the person is a General Member or a Fellow
    d. the date(s) on which the person became a General Member and/or Fellow, as applicable.

    2. The register of members must be kept in New South Wales at the Society’s official address.

    3. The register of members must be open for inspection, free of charge, by any member of the Society at any reasonable hour.

    4. A member of the Society may obtain a copy of any part of the register on payment of a fee of not more than $1 for each page copied.

    5. If a member requests that any information contained on the register about the member (other than the member’s name) not be available for inspection, that information must not be made available for inspection.

    6. A member must not use information about a person obtained from the register to contact or send material to the person, other than for:

    a. the purposes of sending the person a newsletter, a notice in respect of a meeting or other event relating to the Society or other material relating to the Society, or
    b. any other purpose necessary to comply with a requirement of the Act or the Regulation.

    7. If the register of members is kept in electronic form:

    a. it must be convertible into hard copy, and
    b. the requirements in subclauses (2) and (3) apply as if a reference to the register of members is a reference to a current hard copy of the register of members.

    8. The Secretary shall establish and maintain a Register of Directors of the Society specifying the name and address of each person who is a director together with the date on which the person became a director.

    a. The Register of Directors must record any change in the composition of the membership of the committee within one month after the change occurs and must indicate which positions on the committee fall vacant in each calendar year.

  13. Fees

  14. 1. On applying to be a member of the Society, an applicant must pay to the Society an application fee, the amount of which is determined by the committee.

    2. In addition to any amount payable under subclause (1), a member of the Society shall pay an annual fee which is issued on 1 July in each calendar year:

    a. The annual fee shall be determined either at the annual general meeting or by a ballot conducted according to the procedures set out in clause 37. The fees so determined become effective from 1 July in the following calendar year.
    b. Once set, annual membership fees and admission fees can be increased annually in line with CPI without requiring a further decision from the membership.

  15. Members’ liabilities

  16. The liability of a member of the Society to contribute towards the payment of the debts and liabilities of the Society or the costs, charges and expenses of the winding up of the Society is limited to the amount, if any, unpaid by the member in respect of membership of the Society as required by clause 10.

  17. Resolution of disputes

  18. 1. A dispute between a member and another member (in their capacity as members) of the Society, or a dispute between a member or members and the Society, are to be referred to a Community Justice Centre for mediation under the Community Justice Centres Act 1983.

    2. If a dispute is not resolved by mediation within 3 months of the referral to a Community Justice Centre, the dispute is to be referred to arbitration.

    3. The Commercial Arbitration Act 2010 applies to a dispute referred to arbitration.

  19. Disciplining of members

  20. 1. A complaint may be made to the committee, by any person, that a member of the Society:

    a. has refused or neglected to comply with a provision or provisions of this constitution, or
    b. has willfully acted in a manner prejudicial to the interests of the Society.

    2. The committee may refuse to deal with a complaint if it considers the complaint to be trivial or vexatious in nature.

    3. If the committee decides to deal with the complaint, the committee:

    a. must cause notice of the complaint to be served on the member concerned, and
    b. must give the member at least 14 days from the time the notice is served within which to make submissions to the committee in connection with the complaint, and
    c. must take into consideration any submissions made by the member in connection with the complaint.

    4. The committee may, by resolution, expel the member from the Society or suspend the member from membership of the Society if, after considering the complaint and any submissions made in connection with the complaint, it is satisfied that the facts alleged in the complaint have been proved and the expulsion or suspension is warranted.

    5. If the committee expels or suspends a member, the Secretary must, within 7 days after the action is taken, cause written notice to be given to the member informing the member of the action taken, of the reasons given by the committee for having taken that action and of the member’s right of appeal under clause 14.

    6. The expulsion or suspension does not take effect:

    a. until the expiration of the period within which the member is entitled to appeal against the resolution concerned, or
    b. if within that period the member exercises the right of appeal, unless and until the Society confirms the resolution under clause 14, whichever is the later.

  21. Right of appeal of disciplined member

    1. A member may appeal to the Society in general meeting against a resolution of the committee under clause 13, within 7 days after notice of the resolution is served on the member, by lodging with the Secretary a notice to that effect.

    2. The notice may, but need not, be accompanied by a statement of the grounds on which the member intends to rely for the purposes of the appeal.

    3. On receipt of a notice from a member under subclause (1), the Secretary must notify the committee, which is to convene a general meeting of the Society to be held within 28 days after the date on which the Secretary received the notice.

    4. At a general meeting of the Society convened under subclause (3):

    a. no business other than the question of the appeal is to be transacted, and
    b. the committee and the member must be given the opportunity to state their respective cases orally or in writing, or both, and
    c. the members present are to vote by secret ballot on the question of whether the resolution should be confirmed or revoked.

    5. The appeal is to be determined by a simple majority of votes cast by members of the Society.

Part 3. The committee
  1. Powers of the committee

  2. 1. Subject to the Act, the Regulation, this constitution and any resolution passed by the Society in general meeting, the committee:

    a. is to control and manage the affairs of the Society, and
    b. may exercise all the functions that may be exercised by the Society, other than those functions that are required by this constitution to be exercised by a general meeting of members of the Society, and
    c. has power to perform all the acts and do all things that appear to the committee to be necessary or desirable for the proper management of the affairs of the Society.

    2. The committee may authorise the President, or some other of its directors, to represent the Society on any issues affecting the attainment of the Society’s objectives.

  3. Composition and membership of committee

  4. 1. The committee is to consist of seven persons known as directors who shall each occupy one of the following seven positions:

    a. President
    b. President Elect
    c. President Emeritus/a
    d. Secretary
    e. Treasurer
    f. Ordinary Director (two positions) each of whom is to be elected during an annual ballot and begins his or her duties at the conclusion of the annual general meeting under clause 17.

    2. There is no maximum number of consecutive terms for which a committee member may hold office.

  5. Election of directors

  6. 1. Nominations of candidates for election as directors of the Society:

    a. must be made in writing, signed by 2 members of the Society and accompanied by the written consent of the candidate, and
    b. must be delivered to the Secretary of the Society at least 7 days before the date the ballot opens for the election that is to take place.

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

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

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

    5. The ballot for the election of directors is to be conducted by ballot in any usual and proper manner that the committee directs.

    6. To be eligible for election as a director of the Society, a person must be a member of the Society.

    7. To be eligible for election as President Elect or Secretary of the Society, a person must be a Fellow of the Society.

    8. An election will be held each calendar year in respect of those positions on the committee that fall vacant in that calendar year.

    9. The Secretary shall ensure that a ballot is conducted no later than 8 weeks before the annual general meeting and ballots are returnable to the Secretary no later than 4 weeks prior to the annual general meeting in the calendar year.

    10. Subject to the occurrence of a casual vacancy, elections will be held for the 7 director positions on the committee with the following frequency:

    a. President Elect: annually.
    b. Treasurer: every two years.
    c. Secretary: every two years.
    d. The two Ordinary Directors: every three years.

  7. Secretary

  8. 1. It is the duty of the Secretary to keep minutes (whether in written or electronic form) of:

    a. all appointments of directors of the Society, and
    b. the names of directors present at a committee meeting or a general meeting, and
    c. all proceedings at committee meetings and general meetings.

    2. Minutes of proceedings at a meeting must be approved by a majority of directors present at the meeting or by the chairperson of the next succeeding meeting.

    3. The approval by directors present and signature of the chairperson may be transmitted by electronic means for the purposes of subclause (2).

  9. Treasurer

  10. It is the duty of the Treasurer of the Society to:

    a. operate a bank account in the Society’s name, and
    b. ensure that all money due to the Society is collected and received and that all payments authorised by the Society are made, and
    c. ensure that correct books and accounts are kept showing the financial affairs of the Society, including full details of all receipts and expenditure connected with the activities of the Society, and
    d. present to the annual general meeting an audited statement, prepared by a suitably qualified person who is not a member of the Society, of receipts and expenditures and a balance sheet.

  11. Casual vacancies

  12. 1. In the event of a casual vacancy occurring in the membership of the committee, the committee may appoint a member of the Society to fill the vacancy and the member so appointed is to hold office, subject to this constitution, until the annual general meeting next following the date of the appointment.

    2. A casual vacancy in the office of a director of the committee occurs if the director:

    a. dies, or
    b. ceases to be a member of the Society, or
    c. is or becomes an insolvent under administration within the meaning of the Corporations Act 2001 of the Commonwealth, or
    d. resigns office by notice in writing given to the Secretary, or
    e. is removed from office under clause 21, or
    f. becomes a mentally incapacitated person, or
    g. is absent without the consent of the committee from 3 consecutive meetings of the committee, or
    h. is convicted of an offence involving fraud or dishonesty for which the maximum penalty on conviction is imprisonment for not less than 3 months, or
    i. is prohibited from being a director of a company under Part 2D.6 (Disqualification from managing corporations) of the Corporations Act 2001 of the Commonwealth.

  13. Removal of directors

  14. 1. The Society in general meeting may by resolution remove any director of the Society from the office of director before the expiration of the director’s term of office and may by resolution appoint another person to hold office until the expiration of the term of office of the member so removed.

    2. A director to whom a proposed resolution referred to in subclause (1) relates, may make representations in writing to the Secretary or President (not exceeding a reasonable length) and request that the representations be notified to the members of the Society. The Secretary or the President may send a copy of the representations to each member of the Society or, if the representations are not so sent, the member is entitled to require that the representations be read out at the meeting at which the resolution is considered.

  15. Committee meetings and quorum

  16. 1. The committee must meet at least 4 times in each period of 12 months at the place and time that the committee may determine.

    2. Additional meetings of the committee may be convened by any of the directors.

    3. Oral or written notice of a meeting of the committee must be given by the Secretary to each director at least 48 hours (or any other period that may be unanimously agreed on by the directors) before the time appointed for the holding of the meeting.

    4. Notice of a meeting given under subclause (3) must specify the general nature of the business to be transacted at the meeting and no business other than that business is to be transacted at the meeting, except business which the directors present at the meeting unanimously agree to treat as urgent business.

    5. Any 3 directors constitute a quorum for the transaction of the business of a meeting of the committee.

    6. 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 a time specified by the Secretary within the following fortnight.

    7. If at the adjourned meeting a quorum is not present within half an hour of the time appointed for the meeting, the meeting is to be dissolved.

    8. At a meeting of the committee:

    a. the President or, in the President’s absence, the President Emeritus/a is to preside, or
    b. if the President and President Emeritus/a are absent or unwilling to act, one of the remaining directors chosen by the directors present at the meeting is to preside.

  17. Appointment of Society members as directors to constitute a quorum

  18. 1. If at any time the number of directors is less than the number required to constitute a quorum for a committee meeting, the existing directors may appoint a sufficient number of members of the Society as directors to enable the quorum to be constituted.

    2. A director so appointed is to hold office, subject to this constitution, until the annual general meeting next following the date of the appointment.

    3. This clause does not apply to the filling of a casual vacancy to which clause 20 applies.

  19. Use of technology at committee meetings

  20. 1. A committee meeting may be held at 2 or more venues using any technology approved by the committee that gives each of the committee’s members a reasonable opportunity to participate.

    2. A committee member who participates in a committee meeting using that technology is taken to be present at the meeting and, if the member votes at the meeting, is taken to have voted in person.

  21. Delegation by committee to sub-committee

  22. 1. The committee may, by instrument in writing, delegate to one or more sub-committees (consisting of the member or members of the Society that the committee thinks fit) the exercise of any of the functions of the committee that are specified in the instrument, other than:

    a. this power of delegation, and
    b. a function which is a duty imposed on the committee by the Act or by any other law.

    2. A function the exercise of which has been delegated to a sub-committee under this clause 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 clause may be made subject to any conditions or limitations as to the exercise of any function, or as to time or circumstances, that may be specified in the instrument of delegation.

    4. Despite any delegation under this clause, 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 clause 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 clause.

    7. A sub-committee may meet and adjourn as it thinks proper.

  23. Voting and decisions

  24. 1. 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 directors or sub-committee members present at the meeting.

    2. Each director present at a meeting of the committee, or each present member of any sub-committee appointed by the committee, (including the person presiding at the meeting) is entitled to one 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 clause 22 (5), the committee may act despite 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 despite any defect that may afterwards be discovered in the appointment or qualification of any member of the committee or sub-committee.
Part 4. General meetings
  1. Annual general meetings

  2. 1. The Society must hold its annual general meetings:

    a. within 6 months after the close of the Society’s financial year, or
    b. within any later time that may be allowed or prescribed under section 37 (2) (b) of the Act.

    2. The annual general meeting of the Society is, subject to the Act and to subsection 1, to be convened on the date and at the place and time that the committee thinks fit. Wherever possible, the annual general meeting shall be held in conjunction with the annual conference.

    3. 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:

    a. to confirm the minutes of the last preceding annual general meeting and of any special general meeting held since that meeting,
    b. to receive from the committee reports on the activities of the Society during the last preceding financial year,
    c. to receive and consider any financial statement or report required to be submitted to members under the Act,
    d. to decide matters of policy for the Society and to set the overall agenda for the coming year,
    e. to announce the venue and time for the next annual conference.

    4. An annual general meeting must be specified as that type of meeting in the notice convening it.

  3. Special general meetings

  4. 1. The committee may, whenever it thinks fit, convene a special general meeting of the Society.

    2. The committee must, on the requisition of at least 5% of the total number of members, convene a special general meeting of the Society.

    3. A requisition of members for a special general meeting:

    a. must be in writing, and
    b. must state the purpose or purposes of the meeting, and
    c. must be signed by the members making the requisition, and
    d. must be lodged with the Secretary, and
    e. may consist of several documents in a similar form, each signed by one or more of the members making the requisition.

    4. If the committee fails to convene a special general meeting to be held within 1 month after the 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 3 months after that date.

    5. A special general meeting convened by a member or members as referred to in subclause (4) must be convened as nearly as is practicable in the same manner as general meetings are convened by the committee.

    6. For the purposes of subclause (3):

    a. a requisition may be in electronic form, and
    b. a signature may be transmitted, and a requisition may be lodged, by electronic means.

  5. Notice

  6. 1. Except if the nature of the business proposed to be dealt with at a general meeting requires a special resolution of the Society, 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.

    2. If the nature of the business proposed to be dealt with at a general meeting requires a special resolution of the Society, 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 (1), the intention to propose the resolution as a special resolution.

    3. No business other than 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 clause 27 (3).

    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.

  7. Quorum for general meetings

  8. 1. No item of business is to be transacted at a general meeting unless a quorum of members entitled under this constitution to vote is present during the time the meeting is considering that item.

    2. Twenty-five, or one fifth of the total number of members, whichever is less, 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:

    a. if convened on the requisition of members—is to be dissolved, and
    b. in any other case—is to stand adjourned until a time specified at the time of the 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.

    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 at least 10) are to constitute a quorum.

  9. Presiding member

  10. 1. The President or, in the President’s absence, the President Emeritus/a, is to preside as chairperson at each general meeting of the Society.

    2. If the President and the President Emeritus/a are absent or unwilling to act, the members present must elect one of their number to preside as chairperson at the meeting.

  11. Adjournment

  12. 1. The chairperson of 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 is to be transacted at an adjourned meeting other than the business left unfinished at the meeting at which the adjournment took place.

    2. The Secretary must give written or oral notice of the adjourned meeting to each member of the Society stating the place, date and time of the meeting and the nature of the business to be transacted at the meeting.

  13. Making of decisions

  14. 1. A question arising at a general meeting of the Society is to be determined by:

    a. a show of hands or, if the meeting is one to which clause 38 applies, any appropriate corresponding method that the committee may determine, or
    b. if on the motion of the chairperson or if 5 or more members present at the meeting decide that the question should be determined by a written ballot—a written ballot.

    2. If the question is to be determined by a show of hands, a declaration by the chairperson 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 Society, is evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against that resolution.

    3. Subclause (2) applies to a method determined by the committee under subclause (1) (a) in the same way as it applies to a show of hands.

    4. If the question is to be determined by a written ballot, the ballot is to be conducted in accordance with the directions of the chairperson.

  15. Special resolutions

  16. A special resolution may only be passed by the Society at a general meeting or through postal or electronic ballot and in accordance with section 39 of the Act.

  17. Voting

  18. 1. On any question arising at a general meeting of the Society a member has one vote only.

    2. 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.

    3. A member is not entitled to vote at any general meeting of the Society unless all money due and payable by the member to the Society has been paid.

    4. A member is not entitled to vote at any general meeting of the Society if the member is under 18 years of age.

  19. Proxy votes not permitted

  20. Proxy voting must not be undertaken at or in respect of a general meeting.

  21. Postal or electronic ballots

  22. 1. The Society may hold a postal or electronic ballot (as the committee determines) to determine any issue or proposal (other than an appeal under clause 14).

    2. A postal or electronic ballot is to be conducted in accordance with Schedule 3 to the Regulation.

  23. Use of technology at general meetings

  24. 1. A general meeting may be held at 2 or more venues using any technology approved by the committee that gives each of the Society’s members a reasonable opportunity to participate.

    2. A member of an association who participates in a general meeting using that technology is taken to be present at the meeting and, if the member votes at the meeting, is taken to have voted in person.
Part 5. Miscellaneous
  1. Annual Conference

  2. A major activity of the society shall be to hold an annual conference at which scholarly papers shall be presented and discussed and other appropriate scholarly activities conducted. Any person, upon payment of a prescribed registration fee, may attend and participate in the conference.

  3. Insurance

  4. The Society may effect and maintain insurance.

  5. Funds – source

  6. 1. The funds of the Society are to be derived from applications fees, annual membership fees, donations, conference surpluses and, subject to any resolution passed by the Society in general meeting, any other sources that the committee determines.

    2. All money received by the Society must be deposited as soon as practicable and without deduction to the credit of the Society’s bank or other authorised deposit-taking institution account.

    3. The Society must, as soon as practicable after receiving any money, issue an appropriate receipt.

  7. Funds – management

  8. 1. Subject to any resolution passed by the Society in general meeting, the funds of the Society are to be used solely in pursuance of the objects of the Society in the manner that the committee determines.

    2. All transactions on the Society’s bank accounts shall be conducted by the Treasurer, including signing cheques and negotiable instruments, following authorisation of those transactions by means agreed to at a committee meeting.

  9. Association is non-profit

  10. Subject to the Act and the Regulation, the Society must apply its funds and assets solely in pursuance of the objects of the Society and must not conduct its affairs so as to provide a pecuniary gain for any of its members.

  11. Distribution of property on winding up of the Society

  12. 1. Subject to the Act and the Regulations, in a winding up of the Society, any surplus property of the Society is to be transferred to another organisation with similar objects and which is not carried on for the profit or gain of its individual members.

    2. In this clause, a reference to the surplus property of the Society is a reference to that property of the Society remaining after satisfaction of the debts and liabilities of the Society and the costs, charges and expenses of the winding up of the Society.

  13. Change of name, objects and constitution

  14. An application for registration of a change in the Society’s name, objects or constitution in accordance with section 10 of the Act is to be made by the Public Officer or a director.

  15. Custody of books etc

  16. Except as otherwise provided by this constitution, all records, books and other documents relating to the Society must be kept in New South Wales:

    a. at the main premises of the Society, in the custody of the Public Officer or a member of the Society (as the committee determines), or
    b. if the Society has no premises, at the Society’s official address, in the custody of the Public Officer.

  17. Alteration of objects and rules

  18. 1. The objects and rules of the Society may be amended only by special resolution in accordance with clause 34.

  19. Inspection of books etc

  20. 1. The following documents must be open to inspection, free of charge, by a member of the Society at any reasonable hour:

    a. records, books and other financial documents of the Society,
    b. this constitution,
    c. minutes of all committee meetings and general meetings of the Society.

    2. A member of the Society may obtain a copy of any of the documents referred to in subclause (1) on payment of a fee of not more than $1 for each page copied.

    3. Despite subclauses (1) and (2), the committee may refuse to permit a member of the Society to inspect or obtain a copy of records of the Society that relate to confidential, personal, employment, commercial or legal matters or where to do so may be prejudicial to the interests of the Society.

  21. Service of notices

  22. 1. For the purpose of this constitution, a notice may be served on or given to a person:

    a. by delivering it to the person personally, or
    b. by sending it by pre-paid post to the address of the person, or
    c. by emailing it or sending it by some other form of electronic transmission to an address specified by the person for giving or serving the notice.

    2. For the purpose of this constitution, a notice is taken, unless the contrary is proved, to have been given or served:

    a. in the case of a notice given or served personally, on the date on which it is received by the addressee, and
    b. in the case of a notice sent by pre-paid post, on the date when it would have been delivered in the ordinary course of post, and
    c. in the case of a notice emailed or sent by some other form of electronic transmission, on the date it was sent or, if the machine from which the transmission was sent produces a report indicating that the notice was sent on a later date, on that date.

  23. Financial year

  24. The financial year of the Society is:

    a. the period of time commencing on the date of incorporation of the Society and ending on the following 30 June, and
    b. each period of 12 months after the expiration of the previous financial year of the Society, commencing on 1 July and ending on the following 30 June.

Constitution (pdf)

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