You are on page 1of 22

Constitution

Pakistanis in Australia Inc.


2012

Contents

1. Name of Association ......................................................................................................................... 3 2. Registered Office............................................................................................................................... 3 3. Definitions......................................................................................................................................... 3 4. Purpose of the Group........................................................................................................................ 4 5. Objects of the Group......................................................................................................................... 4 6. Powers of the Group ......................................................................................................................... 4 7. Membership of the Group ................................................................................................................ 5 8. Procedure for Membership ............................................................................................................... 6 9. Register of Membership ................................................................................................................... 7 10. Membership Fee ............................................................................................................................. 7 11. Cessation of Membership ............................................................................................................... 7 12. Expulsion of Members .................................................................................................................... 8 13. Management .................................................................................................................................. 8 14. Register of Council Members .......................................................................................................... 9 15. Nominations and Method of Election of Council Members ............................................................ 9 16. Cessation of Office ........................................................................................................................ 10 17. Casual vacancies in Membership of Council ................................................................................. 11 18. Voting at Council Meetings ........................................................................................................... 11 19. Staff representation at Council Meetings ..................................................................................... 12 20. Duties of Office Bearers ................................................................................................................ 12 21. Meetings ....................................................................................................................................... 14 22. Quorum for Council Meetings ....................................................................................................... 15 23. General Meeting ........................................................................................................................... 15 24. Quorum for Annual General Meeting and Special General Meeting ............................................ 16 25. Voting and the Election of Officers at General Meetings .............................................................. 17 26. Subcommittees ............................................................................................................................. 17 27. Finance .......................................................................................................................................... 18 28. Accounts and Records ................................................................................................................... 18 32. Finances and Property .................................................................................................................. 18 1

29. Inspection of Group Records......................................................................................................... 18 30. Common Seal of the Group ........................................................................................................... 19 31. Alteration of Rules ........................................................................................................................ 19 33. Staff............................................................................................................................................... 19 34. Dispute resolution......................................................................................................................... 19 35. Communication............................................................................................................................. 20 36. Governing Law .............................................................................................................................. 20 37. Dissolution .................................................................................................................................... 20

1. Name of Association
The name of the association shall be Pakistanis in Australia Inc. hereafter referred to as the Group

2. Registered Office
The office of the organisation shall be at a place determined by the Council.

3. Definitions
The Act means the Associations Incorporation Act 1987. The Group refers to Pakistanis in Australia Inc. The Council means the Management Committee of the Group Council Meeting refers to a meeting of the Management Committee. Council Member means a member of the Management Committee. Financial Year means the period from Ist January of one year to 31st December of the following year. General Meeting means a meeting that is open to all members of the Group. Member means Ordinary and Affiliate Members of the Group with voting rights unless the context otherwise requires. Affiliate Member means, unless the context otherwise requires a member organisation/association with identical objects as of the Group. Each Affiliate member organisation has one vote. Associate Member means, unless the context otherwise requires, a member of the Group with no voting rights and is not counted as part of the members required for the purpose of constituting a quorum and can only nominate for the co-opted membership of the Council. Special Resolution is a resolution by three-quarters or more of the members (other than Associate Members) of the Organisation present at a General Meeting.

4. Purpose of the Group


support students and migrants from Pakistan in their settlement. to initiate projects in Australia and Pakistan that promote mutual collaboration between two countries and promote a positive image of Pakistan and Australia

5. Objects of the Group


5a. The Objects of the Group shall be:

To promote greater awareness of the needs and concerns of Pakistani migrants and students in Australia among all levels of the government and non-government sector and general public. To facilitate the exchange of information, experience and skills between Pakistan and Australia. To facilitate the capacity development in similar organisations/groups and to provide them with resources and information to develop their skills. To arrange for cultural, educational and recreational activities. To facilitate opportunities for Pakistani migrants and students to participate in and contribute to the group through leadership, mentoring and mutual support. To undertake initiatives to better assist the Group to promote a positive image of Pakistan and Australia To collaborate and assist similar groups from different ethnic backgrounds and nationalities whose aims and objects are compatible with those of the Group. To establish Foundations/trusts for achieving its objectives And such other Objects as the Association shall consider worthy and appropriate from time to time.

5b. The property and income of the Group shall be applied solely towards the promotion of the objects of the Association and no part of that property or income may be paid or otherwise distributed, directly or indirectly, to members, except in good faith in the promotion of these objects.

6. Powers of the Group

With respect to the administration of the Group, open and operate bank accounts and draw, accept and negotiate cheques and other negotiable instruments. To obtain monies by way of contributions, donations, subscriptions, grants or by any other lawful method and to receive gifts of real or personal property.
4

To deal with the monies of the Group not immediately required for the purposes of the Group in such a manner as authorised by law and as may from time to time be determined by the Council. To appoint delegates and representatives to other organisations or bodies. To appoint or elect or co-opt subcommittees and working parties. To approve the membership of, suspend, expel or otherwise deal with any member or official for any behaviour or non-compliance with the Rules of the Group, By-Laws of the Group or decisions of the Council when such behaviour or non-compliance is deemed not to be in the best interests of the Group. To appoint, suspend or dismiss or otherwise deal with employees, consultants, subcontractors or any other bodies, professionals or persons having dealings with the Group. To make By-Laws for the conduct of the Group. To do all such other things as the Group or its Members (other than Associate Members) may deem necessary, incidental or conducive to the attainment of the above objects and the exercise of the above powers.

7. Membership of the Group


The membership of the Group is restricted to female residents of Australia or of Pakistani origin living in Australia except in the cases of Associate Membership or Affiliate Membership which is open to anyone with interests that are compatible with the objectives of the Group. The membership of the Group, comprises three separate categories:

Ordinary members shall be open to any female applicant who is in agreement with the objects of the Group contained herein and has satisfied all other provisions specified in this constitution. Affiliate membership shall be open to any club/association or other organisation that; o has been established for a period of at least twelve months, or o can satisfy the Groups Council of Management that they are bona fide organisations, or o has aims and objects which are not incompatible with those of the PIA (INC). o Each Affiliate member organisation will appoint a delegate to the Group and will exercise one vote at General meetings.

Each Affiliate member organisation is eligible for election onto one position for Affiliate members on the Council.

Associate Membership is open to any person who is in agreement with the objects of the Group contained herein and has satisfied the provisions specified below regarding the procedures for membership. Associate membership carries no voting rights and is not counted as part of the Ordinary or Affiliate membership for the purpose of constituting a quorum. Associate members can only be nominated for one co-opted vacancy in the Council.

Application for any category of membership shall be made in writing on a form obtainable from the Secretary or the registered office of the Group. In the case of affiliate membership, an organisation referred in Rule 7 (b) is to nominate a person to receive electronic communication and to attend all meetings of the Group. Representatives of such organisations nominated to attend meetings of the Group may appoint another member of their organisation as their proxy in the event they are unable to attend. Such proxy representative shall have the same entitlements and rights as the representative.

Employees of the Group shall not be permitted to be Council Members. A list of prospective ordinary members shall be tabled at Council Meetings for approval by the following Council Meeting. Application for Affiliate membership shall require approval by the Council.

8. Procedure for Membership

Persons or organisations wishing to become members of the Group shall: o Apply in writing or electronically for membership on the special form/ eform as determined by the Council from time to time and agree that they
o

support the objects of the Group. Pay an annual membership fee as prescribed by the Council from time to time. Be accepted as a member by a majority vote of the Council.

Council may refer an application for membership to a General Meeting for determination.

All members shall agree to be bound by the Constitution, By-Laws and decisions of the Council.

9. Register of Membership

The Secretary shall on behalf of the Group, keep and maintain an electronic register of members of all categories of members. Such record shall show the members name, address, date of joining and date of payment of fees. The record shall be made available for the inspection of the member and the member may make a copy of or take an extract from the register but shall have no right to remove the register for that purpose.

The Secretary shall cause the name of a person who dies or who ceases to be a member of the Group to be deleted from the Register of Members.

10. Membership Fee


a) The Council shall propose the amount of the subscription to the Annual General Meeting to be paid by each member, such amount to be decided from time to time by the Council. b) Any person or organisation accepted or eligible for membership of the Group shall pay to the Treasurer annually on or before 23rd March of the membership year or such other date as the Council may from time to time determine, the amount of subscription referred to elsewhere in this Constitution. c) A member is a financial member for the purposes of these rules if the subscription is paid on or before the date fixed pursuant to clause 10(b) above. A member whose subscription is not paid by the due date ceases to be a member.

11. Cessation of Membership


A member who delivers notice in writing to the Secretary or any Council Member of their resignation from the Group ceases to be a member as at the date specified in the notice.

12. Expulsion of Members


a) A member can be expelled as a member of the Group if the Council considers the members conduct is detrimental to the interests of the Group. In such as case, The Council shall communicate in writing to the member: Notice of the proposed expulsion including details of the members conduct and reasons why this conduct is detrimental to the Group. ii. The date, time and place of the Council Meeting at which the question of expulsion will be decided, such date being not less than 7 days before the date of the Council Meeting referred to in clause 12 (a). b) At the Council Meeting referred to in clause 12 (a) (ii) the Council may, having provided the member concerned a reasonable opportunity to be heard or to make representation in writing, expel or decline to expel that member from membership of the Group and shall communicate that decision in writing to that member within fourteen (14) days. c) A member who is expelled from membership of the Group ceases to be a member from the date specified in the notice of expulsion. d) A member who is expelled under clause 12 (a) (ii) from the membership of the Group shall, if wishing to appeal against the expulsion, give notice to the Secretary of an intention to do so within 14 days after the date of the notice of expulsion. e) When notice is given under clause 12 (d) above: i. The Council will call a Special General Meeting and the General Meeting shall, after having given the expelled member a reasonable opportunity to be heard or to make representation in writing to the meeting, confirm or set aside the decision of the Council to expel that member. ii. The member giving notice ceases to be a member of the Group until the decision of the Council to expel that member is confirmed under this clause. i.

13. Management
a) The Management of the Group shall be vested in the Council of Management (Council) to be partly elected and partly co-opted from among members of the Association. The Council shall comprise of the Chairperson, Secretary and Treasurer, one ordinary Member, one affiliate member and one co-opted associate member. 1

This composition will be reviewed once the number of ordinary membership exceeds 50.

b) The Council shall comprise of five members to be elected at the AGM of the Group. The Council shall have power to co-opt 2 additional members to the Council as well as fill occasional vacancies. c) The Council shall responsible for: i. Upholding and advancing the objects of the Group. ii. The proper exercise of the powers of the Group. iii. The employment and dismissal of staff consistent with any contractual arrangements. iv. Satisfying the requirements of any funding or other agreements into which the Group has entered. v. The financial management of the Group, including the financial management of any services it provides. vi. Ensuring that any vacancy on the Council which may occur during the Councils term of office is filled as soon as possible. vii. Co-opting persons in an advisory capacity to the Council as required. Co-opted persons do not have voting rights. viii. Establishing and managing subcommittees and/or task groups with respect to the Groups agreed programs and method of operation. ix. Delegating to subcommittees and task groups such powers as the Council deems desirable. x. Maintaining membership of and community support for the Group. d) The Council will delegate its powers for the day-to-day management and administration of the Group, at first instance, to the President. The President, at all times, would be responsible to the Council of Management in the performance of these duties.

14. Register of Council Members


The Secretary shall ensure a current Register of Council Members showing name, address, position, date of election and date of retirement is maintained.

15. Nominations and Method of Election of Council Members


a) Only financial members (subject to clause 7 (c)) may nominate for membership of the Council. b) The term of office for Council members shall ordinarily be two years and Retiring members shall be eligible to re-nominate for re-election.

c) The system of voting for positions will be determined by the Council subject to approval by the Members (other than Associate Members) at a General Meeting. d) Nominations for positions on the Council shall be in writing, signed by the candidate and delivered to the Secretary at least seven (7) days before the Annual General Meeting. a) If there are fewer nominations received than vacancies available on the Council, nominations may be received at the Annual General Meeting. b) If any Council positions are not filled at the Annual General Meeting, the Council shall endeavour to fill the positions as soon as possible. c) A member who is eligible for election or re-election to the Council may:
o o

Propose or second him/her for election or re-election. Vote for him/her or the organisation he/she represents.

d) Close family member of staff i.e. spouse children and stepchildren are not eligible to contest Council positions.

16. Cessation of Office


a) An office bearer or member of the Council shall cease to hold such office if:
o o

He/she resigns in writing as a Council Member. He/she is suspended or expelled as a Member of the Group pursuant to clauses 11 and 12 hereof. A majority of the Council of a General Meeting vote to expel a person from the Council. Any member of the Council failing to attend three successive meetings, without showing adequate reason.

b) Expulsion from Council: A Member can be expelled as a member of the Council if the Council considers the members conduct is detrimental to the interests of the Group or the member is not performing his/her duties of office fully. In such a case, the Council shall communicate in writing to the member:
o

Notice of the proposed expulsion including details of the members conduct and reasons why this conduct is detrimental or not acceptable to the Group;

10

The date, time and place of the Council Meeting at which the question of expulsion will be decided, such date being not less that seven (7) days before the date of the Council Meeting referred to in clause 12 (a) (ii).

At the Council Meeting referred to in clause 12 (a) (ii), the Council may, after having given the member concerned a reasonable opportunity to be heard or to make representation in writing, expel or decline to expel that member from membership of the Association and shall communicate that decision in writing to that member within 14 days.

A member who is expelled from the Council under clause 16 ceases to be a member of the Council from the time the decision to expel is taken. A member who is expelled from the Council shall, if wishing to appeal the expulsion to a Special General Meeting of the Group, give notice to the Secretary of an intention to do so within 14 days after the date of expulsion. When notice is given under this clause:
o

The Council will call a Special general Meeting and the Group may, after having given the expelled member a reasonable opportunity to be heard, or to make representation in writing to the Special General Meeting, confirm or set aside the decision of the Council to expel that member. The member given notice ceases to be a member of the Council unless and until the decision of the Council to expel that member is set aside under this clause.

17. Casual vacancies in Membership of Council


Should a vacancy occur during the year among the Council Members, the Council will have the power to select a replacement. Any person appointed to fill a casual vacancy by the Council shall only hold office for the Councils current term.

18. Voting at Council Meetings


a) Each Council ordinary member has a deliberate vote. b) Decisions made by the Council must not correspondence be ultra vires, i.e. contravene existing law or other contractual obligations.

11

c) All decisions at Council Meetings will be deemed to be passed if a majority is obtained. d) All motions/proposals will be decided by a majority of votes and in the event of a tie the Chair shall have the casting vote. The Chair will not have a deliberate vote. e) All voting at Council Meetings shall be in person. A Council Member may nominate a proxy to fill his/her position in the event of his/her absence. f) Any member of the Council who has a direct or indirect pecuniary interest in any matter that is being considered or about to be considered at a meeting of the Council shall, as soon as possible after the relevant facts have come to his/her attention, disclose to those present at the meeting his/her interest and shall then cease to be present at any deliberation of the Council with respect to that matter. g) Any Associate Member other than those co-opted to the Council of Management, shall have the right to address any Council or general Meeting but shall have no right to vote at that meeting.

19. Staff representation at Council Meetings


Any member of staff may attend Council meetings at the invitation of the Council or at their own request.

20. Duties of Office Bearers


a) Duties of the Council: Unless otherwise determined by the Council, the duties of the members of the Council shall include the following: b) Duties of President: i. Ensure regular Council Meetings are held and that all Council Members are advised of the meetings. ii. Draw up an agenda of the meetings with the assistance of the Secretary. iii. Prioritise agenda items, if necessary set time limits and lead the meeting through the agenda. iv. Note motions and amendments (with the Secretary) and put these to the meeting to vote on. v. Ensure meetings are run in accordance with these Rules.

12

vi. Sign the minutes of previous meetings after they have been confirmed as an accurate record of the meeting. vii. Ensure, with other members of the Council, that the legal responsibilities of the Group are met. viii. Be a member of subcommittees or other task groups if required. ix. Act as a spokesperson for the Group. x. Perform such other duties as imposed by the Rules of the Group. c) Duties of the Secretary: i. Call meetings in accordance with the provision of these Rules. ii. Ensure that accurate minutes are taken of Council Meetings and any other meetings of the Group. That the minutes are properly filed and that copies of minutes are distributed to members. iii. Work with the President to note motions and amendments to be voted on in meetings. iv. Ensure that a list of correspondence received and sent is available at each monthly Council Meeting and that correspondence requiring action by the Council is brought to the Councils attention and that correspondence is properly filed and up-to-date and is available for any member to examine. v. Receive and submit all applications for membership to the Council for consideration. vi. Keep and maintain an up-to-date record of the Rules of the Group and make these available for inspection on request by a member of the Group. vii. Ensure that a Register of members and Council Members is maintained. viii. Be responsible for the Seal of the Group and ensure that it is only used in compliance with clause 30 hereof. ix. Bring to the Councils attention all legal obligations of the Group. x. Unless the members resolve otherwise at a general meeting, have custody of all books, documents, records and registers of the Group, including those referred to earlier in 20 (c) ii vii, but other than those required by the Treasurer; and xi. Perform such other duties as imposed by the Rules of the Group. d) In the absence of the Secretary at a Council Meeting another member shall be elected as Minutes Secretary. e) Duties of the Treasurer:
i.

Ensure that proper books of accounts are kept and that funds are not being mismanaged.
13

Ensure that the financial requirements of funding bodies are met. iii. Ensure that financial reports are produced and presented to the Council and/or members at Council Meetings and at General Meetings. iv. Ensure that the annual financial report of the Association, showing the financial position at the end of the preceding financial year, is submitted to members at
ii.

the Annual General Meeting. v. Ensure, with other Members of the Council, that the legal obligations of the Group are met. vi. Unless the members resolve otherwise at a general meeting, have custody of all securities, books and documents of a financial nature and accounting records of the Group, including those referred to in paragraphs i, ii and iv; and
vii.

Perform such other duties as imposed by the Rules of the Group.

f) Duties of Other Council Members: Other Council Members should assist the President, Secretary or Treasurer in undertaking their duties.

21. Meetings
Council Meetings:
a)

The Council shall meet as often as may be required to conduct the business of the Group.

In case where facilities exist the meeting can be via circulation or through other electronic modes e.g. teleconference, video conference. c) The Notice and agenda of every meeting shall be forwarded to each member of the Council at least three days prior to the meeting date or in any emergency such other notice as the Council may ratify at the following Council Meeting regularly called. d) The date of posting of notices of Council Meetings shall be recorded in a register of
b)

outgoing mail. e) The business of Council Meetings shall include:


o o o o o o

Apologies Review of Agenda Minutes from last meeting Business arising from last meeting. Correspondence Reports
14

Financial Executive Officer and Staff Reports Reports from Subcommittees / Task Groups. General Business

Special Council Meetings may be called by the President or on representation by at least four members of the Council to the President.

22. Quorum for Council Meetings


The quorum for a meeting shall be fifty percent plus one of the total numbers of Council members.

23. General Meeting


a) Annual General Meeting i. An AGM must be held in every calendar year within four (4) months after the end of the Associations financial year. ii. Members will be notified of date, time and venue of all general meetings by display of such notice on the facebook page and website of the Group and by email notification to all members at least one calendar month before the event. iii. Motions duly proposed and seconded by Financial Members (other than Associate Members) may be submitted for consideration at the General Meeting. Members must be advised of any such motions not less than twenty-one (21) days before the meeting. iv. Posting of notices of the AGM shall be recorded in a register of outgoing mail. v. The business of the AGM shall be:
o o o o

The receipt of the Chairpersons report for the previous financial year. The receipt of the Treasurers report for the previous financial year. The election of Council Members. Any other business placed on the agenda prior to the commencement of the meeting.

b) Special General Meeting i. The Secretary will summon an extraordinary general meeting on a petition arising from an issue/s having the support of at least 20% of Ordinary and Affiliate Membership. Furthermore, the Secretary shall call a Special General
15

meeting of the Association within fourteen (14) days of receipt of a directive of the Council, or the written request of three (3) Council Members, or will summon an extraordinary general meeting on a petition arising from an issue/s having the support of at least 20% of General membership, such request being signed by the Members (other than Associate Members) and specifying the business to be carried out at that meeting. Each Special general Meeting shall be held within twenty-eight (28) days of receipt of such directive or request. ii. Not less than seven (7) clear days notice and in the case of a proposed alteration to the Rules of Association, twenty-eight (28) days notice shall be given to the members of any Special General Meeting. The notice shall specify the place, date and hour of the Special General Meeting and nature of the business to be carried out at last meeting. iii. If a Special general Meeting is not convened within the 28 days referred to above, the Member/s (subject to clause 7(c)) who made the request may him/her/themselves convene a Special General Meeting as if they were the Council. In such circumstances, the Member/s (subject to clause 7 (c)) convening the Special general meeting will comply with all Rules of the Group. iv. Where a Special General meeting is convened under clause 23.b (i) the Council shall ensure that the Member/s (subject to clause 7 (c) convening the Special General meeting are supplied free of charge with names and addresses of all members and the Group shall pay with the reasonable expenses of convening and holding the Special General Meeting.

24. Quorum for Annual General Meeting and Special General Meeting
a) No business shall be transacted at the AGM or any SGM unless a quorum of Members (subject to clause 7 (c) is present at the time when the meeting proceeds to its business. The quorum at any General Meeting shall be 25% of the Members (other than no quorum within 30 minutes of the appointed time for the meeting, then a majority of Members present shall decide to adjourn the meeting for a period of not more than 14 days. The quorum for such an adjourned meeting shall be reduced to 20% of the Members, failing which the meeting shall once again be adjourned and when next held the quorum shall be the number of Members present at the meeting. b) When a General Meeting is adjourned for a period of 14 days or more, the Secretary shall give notice of the adjourned General meeting as if that general meeting were a fresh general meeting.

16

25. Voting and the Election of Officers at General Meetings


Proxies: A member may appoint in writing another member to be their proxy and to attend, and vote on their behalf at any General Meeting. b) A member may not be proxy to more than 2 other members.
a)

Subject to this constitution, at a general meeting, each member present in person or by proxy is entitled to one deliberate vote. d) An Organisation/Association which is an Affiliate member, may appoint in writing a person, who is member of the same Association/Organisation, to represent it at a particular general Meeting or at all General Meetings. e) An appointment made under clause 25 (d) shall be made by a resolution of the
c)

Council of the organisation, and written advice of the resolution shall be lodged with the Secretary of the Group. f) A person appointed under clause 7 (b) to represent an Affiliate member shall be deemed for all purposes to be a member until that appointment is revoked in writing or until the particular general Meeting is concluded. g) Voting for the Council membership will be by secret ballot if number of nominations received exceed the number of vacant positions..
h)

At the AGM, the following provisions relating to election of officers shall apply:
o o o o

The Council shall appoint a Returning Officer who is a non-member. The Returning Officer shall conduct the election and count the votes. In the event of a drawn ballot, re-election is to take place. Persons with special interest or knowledge relevant to the Group may be invited by the Chairperson or a majority vote of the Council to attend any meeting, but such persons may not vote.

26. Subcommittees
a) Any subcommittee must include at least 1 member of the Council and shall be chaired by a member of the Council. b) The Chairperson of a subcommittee shall report on the operations of the subcommittee to monthly Council meetings of the Group. c) Terms of reference which specify the selection of the members and the responsibilities delegated to the subcommittee will be drawn up for each subcommittee. d) The Council retains full responsibility for the operations of the subcommittee and may overturn any decisions, direct the subcommittee as it sees fit or wind-up the subcommittee.
17

27. Finance
a) All Association funds shall be deposited to its credit into such bank or banks into such account or accounts approved by the Council, and such accounts to be operated by or on authority of the Council. b) All cheques issued on Association accounts shall be signed by any two of the following, namely Chairperson, Secretary and Treasurer. Exception shall be made for programs established for specific purposes such as emergency relief. In such latter cases cheques may be signed by any one of the above said Council members jointly with a staff member duly authorized in writing by the Council. c) The Groups financial and membership year shall run from January 1 of one year to December 31 of the same year.

28. Accounts and Records


a) The Council shall appoint an Auditor or Auditors not being members of the Group, who shall audit the accounts and records of the Group annually once the annual budget of the association is $ 5000.00 or more and the Treasurer shall present to the AGM a report as to the financial position of the Group. b) If the annual budget is less than 5000, only the financial report by treasurer needs to be presented at the AGM. c) The Council shall give to the Auditor or Auditors at all reasonable times full access to the Group books and accounts and afford the Auditor every facility for the purpose of making a correct audit of the Groups financial affairs.

32. Finances and Property


The property and income of the Group shall be applied solely towards the promotion of the Objects or Purposes of the Group and no part of that property or income may be paid or otherwise distributed, directly or indirectly, to members of the Group, except in good faith in the promotion of those Objects or Purposes.

29. Inspection of Group Records


Upon reasonable notice to the Secretary, any financial member may inspect the Constitution, books and documents of the Group, excluding those of a confidential and personal nature which relate to staff of the Group.

18

30. Common Seal of the Group


a) The Group shall have a Common Seal on which its corporate name shall appear. b) The Common Seal of the Group shall be used by the Chairperson or Secretary of the Council and every use of the Common Seal shall be recorded in the Minutes of Council Meetings. c) The affixing of the Common Seal of the Group shall be witnessed by at least one (1) Council Member and minuted at the following Meeting. d) The Common Seal of the Group shall be kept in the custody of the Secretary or of such person as the Council from time to time decides.

31. Alteration of Rules


a) The Rules of the Group may be altered or replaced by Special Resolution but not otherwise. b) Any amendment of the rules by Special Resolution requires a majority of not less than 75% of members present, or appointed proxy as per clause 25 above, at a Special General meeting of the Group, provided that notice of the proposed alteration or replacement of the Rules shall have been given accordingly by the Secretary at least 14 days prior to that meeting and that all members of the Group have been notified of the proposed amendment or replacement at least 14 days prior to the meeting.

33. Staff
a) The Council shall have the power to employ staff agents, contractors, consultant advisers in the furtherance of its objects. The Council shall be responsible for the appointment and supervision of all staff employed by the Organisation. b) An employee of the Organisation shall not be entitled to be a member of the Organisation, the Council or any sub-committee. c) The Council will invite relevant staff members to attend the meetings as needed.

34. Dispute resolution


a) Formal mechanisms shall be incorporated into the Groups policy and procedures manual to address grievances of;

Members of Council Members of the group


19

Volunteers other than Management committee members Staff General public b) The President shall be responsible for receiving and initiating action to address all grievances. She can delegate this role to any member of the Council. In case where grievance is against the President, the Secretary shall deal with the grievance. c) If the grievance is unresolved the parties agree that if any dispute arise under this constitution the parties shall, in the first instance, negotiate in good faith. In the event that such negotiations are not successful, the parties agree to refer the dispute for informal dispute resolution to an independent party agreed to by the parties, or in the absence of any agreement appointed by the Director General of Fair Trading or whichever Government instrumentality is responsible for the supervision of the correct functioning of incorporated associations in the State of Western Australia at the time of dispute.

35. Communication
Unless the member does not have an email/ mobile telephone or facebook account the means of communication to that member will be through ordinary Australia Post. It is the responsibility of the Council to ensure that all relevant notices are circulated through electronic communication immediately. The same should be posted on the website/facebook of the group within two working days of the notice being issued.

36. Governing Law


The Constitution is made pursuant to and is governed by the Laws of the State of Western Australia

37. Dissolution
a) On dissolution of the Group any property whatsoever remaining after payment of all debts and legal liabilities shall be transferred to another incorporated association having objects similar in whole or in part as to the objects of the Group and which is exempt from income tax under section 23 of the Income Tax Assessment Act, provided always that the Group shall not be dissolved except by approval of not less than three-quarters of the Members (other than Associate Members) present and voting at meeting called for that purpose of which not less than 28 days written notice, including notice of the proposed dissolution has been given to all members

20

and that a copy of the resolution to dissolve the Association is lodged with the Commissioner for Fair Trading within 14 days after the passing of the resolution. b) In the event of dissolution, the Deputy Commissioner of taxation in Western Australia and the Commissioner of Fair Trading shall be advised of the date of dissolution with 30 days.

21