Dardanup Equestrian Centre (Inc.) Constitution
THIS CONSITITUTION of THE DARDANUP EQUESTRIAN CENTRE (INC.) is made on the 12th day of June 2019 ,
1. NAME
The name of the incorporated association is THE DARDANUP EQUESTRIAN CENTRE (INC) ("the DEC").
2. DEFINITIONS
ASSOCIATION Means the Dardanup Equestrian Centre Inc.
AFFILIATED CLUB Means any Club involved in equestrian activity which is part of the Association.
MEETING Means a general meeting of members of the Association convened in accordance with the constitution.
MEMBER Means a delegate or proxy of any of the affiliated clubs (as defined by their respective constitutions) of the Association.
SUB COMMITTEE Means any other committee deemed necessary by the Management Committee for a specific purpose.
3. OBJECTS AND PURPOSES
The objects and purposes of the Association are:
3 1 To lease and manage the premises of the Association effectively, and to co-ordinate the use and development of the facilities and to promote the Association.
3.3 To safeguard the common good of the clubs within the Association.
3.4 To maintain and upgrade the facilities currently used by the Association.
3.5 At the absolute discretion of the Association to construct, or alter, any building or works.
3.8 The property and income of the Association shall be applied solely towards the promotion of the objects or purposes of the Association and no part of that property or income may be paid or otherwise distributed, directly or indirectly, to members of the Association, except in good faith promotion of those objects or purposes.
4 POWERS OF THE ASSOCIATION
4.1 To acquire, hold, deal with, and dispose of any real or personal property.
4.2 To open and operate bank accounts.
4.3 To invest its money:
(a) in any security in which trust moneys may be invested; or
Dardanup Equestrian Centre (Inc.) Constitution
(b) in any other manner authorised by the rules of the Association.
4.4 To borrow money upon such terms and conditions as the Association thinks fit.
4.5 To give such security for the discharge of liabilities incurred by the Association as the Association thinks fit.
4.6 To appoint agents to transact any business of the Association on its behalf.
4.7 To enter into any other contract the Association considers necessary or desirable.
5. MEMBERSHIP
5.1 Membership shall be any person who is a delegate or proxy of an Affiliated Club.
5.2 Each person admitted to membership shall be:-
5.2.1 Bound by the Constitution and By-laws of the Association;
5.2.3 Entitled to all advantages and privileges of membership.
5.3 The Association shall appoint a member of the Association to maintain an up to date register of members of the Association.
5.4 A member may at any reasonable time inspect the records and documents of the Association.
6. TERMINATION OF MEMBERSHIP
6.1 Any person's membership may be terminated by the following events:
6.1.1 resignation;
6.1.2 false or inaccurate statements made in the member’s application for membership of the Affiliated Club.
6.1.3 breach of any rule, regulation or By-law of the Association or of the Affiliated Club.
6.1.4 commit any act detrimental to the Association.
6.2 The Association shall have the power to suspend or expel any member of the Association for any of the events in item 6.1 above, while the member goes through the grievance procedure within their Affiliated Club.
7. AFFILIATED CLUBS
7.1 Each Club shall provide three (3) elected delegates as representatives to meetings of the Association.
7.2 Each Club may send one (1) proxy.
7.2 To be eligible for Affiliated Club status the Club must comply with the Associations Incorporation Act 2015.
8. PROCESS OF APPLICATION TO BECOME AN AFFILIATED CLUB
8.1 A Club that wishes to join the Association must apply in writing to the Association Secretary.
8.2 The application will be tabled at the next Association general meeting.
8.3 The Applicant Club will be advised in writing of the outcome of the application.
Dardanup Equestrian Centre (Inc.) Constitution
8.4 The Association is under no obligation to accept an application and does not have to provide reasons for refusal to accept the application.
8.4 Applicant Clubs are to be incorporated and hold appropriate public liability insurance prior to being accepted by the Association.
8.5 A list of current Affiliated Clubs will be maintained in the by-laws of the Association.
9. OFFICE BEARERS
9.1 The Association will elect office bearers at the Annual General Meeting. Nominations may be received verbally or in writing without notice at that Annual General Meeting.
9.2 The officers shall be:
9.2.1 President
9.2.2 Vice-President
9.2.3 Secretary
9.2.4 Treasurer
9.2.5 Grounds Booking Officer
9.2.6 Grounds Maintenance Co-Ordinator
9.3 No person shall hold more than one office at any one time.
9.4 A person shall cease to be an office bearer at the next Annual General Meeting and is eligible for re-election immediately.
9.5 A quorum of the Association shall be 5 members.
9.6 If after a period of half an hour, there is no quorum, then committee members present may conduct urgent business, which shall be ratified at the next meeting at which a quorum is present.
9.7 If the President or Vice President is unable to attend, then a chairperson elected by the meeting shall chair that meeting.
9.8 A member of the Association may lose their seat on the Association for absence from three consecutive meetings without approval of the committee in advance.
9.9 A member of the Association shall lose their seat on the Association upon becoming un-financial with respect to their Affiliate Club.
9.10 Should an office bearer cease to hold their seat that position shall be filled by verbal nomination and a simple majority vote of those present at an ordinary meeting.
10. POWERS OF THE ASSOCIATION
10.1 The Association shall carry out the day to day running of the Association and shall have the power to:
10.1.1 administer the finances, appoint bankers, and direct the opening of bank accounts for specific purposes and to transfer funds from one account to another, and to close any such accounts;.
Dardanup Equestrian Centre (Inc.) Constitution
10.1.2 fix the manner in which such banking accounts shall be operated upon, providing all payments are passed by the Management Committee.
10.1.3 fix ground fees and other such fees and subscriptions payable by the member and decide such levies, fines and charges as is deemed necessary and advisable, and to enforce payment thereof.
10.1.4 adjudicate on all matters brought before it which in any way affect the Association.
10.1.5 to approve or disapprove applications by applicant affiliate clubs.
10.1.6 make, amend and rescind rulings and By-laws.
10.1.7 have the power to form and appoint any sub committee/s as required for specific purposes.
10.1.8 may at their discretion employ a person or persons to carry out certain duties required by the Association for salaries or remunerations for such period of time, as may be deemed necessary.
10.1.9 should a vacancy occur on the Association the relevant Affiliated Clubs Committee shall appoint a successor until the next Annual General Meeting.
10.1.10 should the vacancy referred to in 9.1.9 be an Office Bearer the Association shall appoint a successor to that position until the next Annual General Meeting.
10.1.11 appoint an officer/s or agent of the Management Committee to have custody of the Association's records, documents and securities.
11. MEETINGS
12.1 Annual General Meeting
12.1.1 The Annual General Meeting of the Association must be held within two months of the commencement of the Association’s financial year.
12.1.2 The Secretary shall give at least fourteen (14) days notice of the date of the Association Annual General Meeting to all members, whose are under obligation to advise their memberships forthwith.
12.1.3 Any person who is a Financial Member of an Affiliated Club may attend the Association Annual General Meeting.
12.1.4 The quorum at the Association Annual General Meeting shall be five (5) Association Members. If at the end of thirty minutes after the time appointed in the notice for the opening of the Meeting there is no quorum, the meeting shall adjourn for one week. If at such second meeting there is no quorum those members present shall be competent to discharge the business of the meeting.
12.1.5 The agenda for an Association Annual General Meeting shall be:
(a) Opening of Meeting
(b) Apologies
(c) Confirmation of Minutes of previous Annual General Meeting
Dardanup Equestrian Centre (Inc.) Constitution
(d) Presentation of Presidents Report
(e) Presentation of Annual Reports of Affiliated Clubs
(f) Presentation of Treasurer's statement
(g) Vote of Thanks to outgoing Office Bearers
(h) Election of incoming Office Bearers
(i) Notice/s of Motion
(j) Ratify Association Fees
(k) Questions & comments from non-delegate members
(l) Closure of meeting
12.2 Association meetings
12.2.1 Association meetings will be held monthly as required.
12.2.2 The quorum at the Association meetings shall be five (5) members.
12.2.3 It is the responsibility of each delegate member to give notice to their affiliated club in the manner accepted by that club.
12.3 Special Meetings
12.3.1 Special Meetings may be called on seven (7) days notice to the membership of the Association.
12.3.2 The quorum at the Special Meeting shall be five (5) members.
12.3.3 3 It is the responsibility of each delegate member to give notice to their affiliated club in the manner accepted by that club.
12.3 Special Meetings to be held at request of ordinary membership of an Affiliate Club
12.3.1 A Special Meeting may be requested by the ordinary membership of an affiliate club, provided there is notice in writing to the Secretary of the Association from 5% of the ordinary members of the affiliated club.
12.3.2 The Secretary shall set a date for a Special Meeting, such meeting to take place within one month of receiving the notice.
12.3.3 The Secretary shall give at least seven (7) days notice of the date of the Special Meeting to all members, who are under obligation to advise their memberships forthwith.
12.3.4 Any person who is a Financial Member of an Affiliated Club may attend the Special Meeting.
13. MINUTES
Minutes shall be kept at all Management Committee Meetings, Special General Meetings, Annual General Meetings and Sub Committee Meetings.
Dardanup Equestrian Centre (Inc.) Constitution
14. VOTING AT ANNUAL GENERAL MEETINGS AND ASSOCIATION MEETINGS:
14.1 Voting powers at the Annual General Meetings:
14.1.1 all incoming delegates of affiliated clubs on the Management Committee have the right to vote.
14.1.2 the President shall be entitled to a deliberative vote and in the event of a tied vote; the President shall exercise a casting vote.
14.2 Voting Powers at Association Meetings:
14.2.1 all delegates of affiliated clubs have the right to vote.
14.2.2 in the event of a tied vote the Chairperson has a second casting vote.
15. PROXY FOR ASSOCIATION
Any person who has the power to vote pursuant to these rules may delegate that person's voting power to some other representative who is a member of a club provided such written authority is tabled before the meeting commences and is accepted by the person in charge of that meeting.
16 FINANCE
16.1 All funds of the Association shall be deposited in the Association's accounts at such bank or recognised financial institution as the Management Committee may determine.
16.2 All accounts due by the Association shall be paid after having been passed for payment at the Management Committee meeting, however, when payment is necessary prior to the next meeting, accounts shall be paid and the action endorsed at the next Management Committee Meeting.
16.4 The Treasurer shall table a statement showing the financial position of the Association at each Association Meeting.
16.5 A detailed statement of Income and Expenditure, Assets and Liabilities shall be submitted to the Annual General Meeting.
16.6 The financial year of the Association shall commence on January 1 each year.
16.7 The signatories to the Association's accounts will be the Treasurer and any other office bearer.
16.8 All property and income of the Association will apply solely to the promotion of the objects of the Association and no part of that property or income shall be paid or otherwise distributed, directly or indirectly, to members, except in good faith in the promotion of these objects.
17 ACCOUNTS
The Association shall keep such accounting records as are necessary to correctly record and explain the financial transactions and financial position of the Association.
Dardanup Equestrian Centre (Inc.) Constitution
18 COMMON SEAL
The common seal of the Association shall be kept in the care of the Secretary. The seal shall not be used or affixed to any Deed or other document except pursuant to a resolution of the Management Committee and in the presence of at least the President and two Members of the Committee, all of whom shall subscribe their names as witnesses.
19 ALTERATIONS TO THE CONSTITUTION AND BY-LAWS
19.1 No alteration, repeal or addition shall be made to the Constitution except at the Annual General Meeting, or Special Meeting called for that purpose and notice of all motions to alter, repeal or add to the Constitution shall be given to members fourteen (14) days prior to the Annual General Meeting, or seven (7) days prior to a Special Meeting called for such purpose.
19.2 The Secretary shall forward such notices of motion to each Association Member at least fourteen (14) days prior to the Annual General Meeting or seven (7) days prior to a Special Meeting.
19.3 Such motions or any part thereof shall have no effect unless passed by a seventy five percent (75% in favour of the Special Resolution) of those present and entitled to vote at the meeting.
19.4 Within one month of the passing of a Special Resolution, the Secretary shall notify the Proper Officer of the amendment/s.
20 WINDING UP
If, on the windup of the Association, any property of the Association remains after satisfaction of the debts and liabilities of the Association and the costs, charges and expense of that winding up, that property shall be distributed:
(a) To another association incorporated under the Act; and having objects similar, wholly or in part to the objects of the club; or
(b) For charitable purposes.
Which incorporated association or charitable purpose, as the case requires shall be determined by resolution of the Members when authorising and directing the Committee under section 33 (3) of the Act to prepare a distribution plan for the distribution of the surplus property of the Association.