Proposed Draft Replacement Constitution

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Proposed Replacement for the CDP Constitution

Contents

Part 1       Preliminary. 2

Preamble  2

1           Definitions. 2

Part 2     Membership………………………………………………………………….3

2        Types of Membership. 3

3           Membership generally. 3

4           Application for membership. 4

5           Cessation of membership. 4

6           Membership entitlements not transferable. 4

7           Resignation of membership. 5

8           Register of members. 5

9           Fees and subscriptions. 5

10         Members’ liabilities. 6

11         Resolution of disputes. 6

12         Disciplining of members. 6

13         Right of appeal of disciplined member 6

Part 3       The Board. 7

14         Powers of the Board. 7

15         Composition and membership of Board. 7

16       Election of Board members. 8

17       Election of Office Bearers. 8

18       Casual vacancies. 10

19         Removal of Board members. 10

20         Board meetings and quorum.. 10

21         Appointment of Party members as Board members to constitute quorum.. 11

22         Use of technology at Board meetings. 11

23       Delegation by the Board to sub-committee. 11

24         Voting and decisions. 12

25       Branches. 12

Part 4       General meetings. 13

26         Annual general meetings – holding of. 13

27         Annual general meetings – calling of and business at 13

28         Special general meetings – calling of. 13

29         Notice. 14

30         Quorum for general meetings. 14

31         Presiding members. 15

32         Adjournment 15

33         Making of decisions. 15

34         Special resolutions. 16

35         Voting. 16

36         Proxy votes not permitted. 16

37         Postal or electronic ballots. 16

38         Use of technology at general meetings. 16

Part 5       Miscellaneous. 17

39         Insurance. 17

40         Funds – source. 17

41         Funds – management 18

42         Association is non-profit 18

43         Distribution of property on winding up of association. 18

44         Change of name, objects and constitution. 18

45       Custody of books etc. 18

46         Inspection of books etc. 18

47         Service of notices. 19

48         Financial year 19

 


Part 1        Preliminary

Preamble

The Christian Democratic Party, while humbly relying on the blessing of Almighty God, stands to represent Judeo Christian values in the political and social environment of Australia, as was envisaged by the original Constitutions of both NSW and The  Commonwealth of Australia. We strongly support the democratic principle of one vote for one person in all matters in relationship to the Christian Democratic Party.

1   Definitions

(1)   In this constitution:

Party means The Christian Democratic Party

Board means the ordinary board members and the Office-bearers elected by the members of the Party

Ordinary Board member means a member of the Board who is not an office-bearer of the Party.

Office-bearer means a member of the Board who is elected to the positions of President, Deputy President, Secretary and Treasurer

Secretary means:

(a)   the person holding office under this constitution as secretary of the party, or

(b)   if no person holds that office – the public officer (party agent) of the Party.

Special general meeting means a general meeting of the Party 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.
Part 2  Membership

2    Types of Membership

(1)  Single Full Member

(2)  Married Couple Full Members – only one spouse can serve on the Board

(3)  Concessional Member

(4)  Concessional Married Couple Members – only one spouse can serve on the Board

(5)  Junior Member

(6)  Life Member

(7)  Special Member – excluded from serving on the Board

(a)  Members of parliament

(b)  Members who have a history that should preclude them from serving on a Board

(8)  Corporate Member – unable to serve on the Board

 

3   Membership generally

(1)   A person is eligible to be a member of the Party if:

(a)   the person is a natural person, and

(b)   the person has applied and been approved for membership of the Party in accordance with clause 3.

(2)   A person is taken to be a member of the Party if:

(a)   the person is a natural person, and

(b)   the person was:

(i)    in the case of an unincorporated body that is registered as the association – a member of that unincorporated body immediately before the registration of the Party, or

(ii)   in the case of an association that is amalgamated to form the relevant Party – a member of that other association immediately before the amalgamation, or

(iii)  in the case of a registrable corporation that is registered as an association – a member of the registrable corporation immediately before that entity was registered as The Party.

(3)   A person is taken to be a member of the Party if the person was one of the individuals on whose behalf an application for registration of the Party under section 6 (1) (a) of the Act was made.

(4)  Membership renewal will be due on or before the last normal business day of the month of May each year. Monthly automatic instalment payments will be acceptable, payable in advance of each month.

 

 

 

 

 

 

 

4   Application for membership

(1)   An application by a person for membership of the Party:

(a)   must be made in writing (including by email or other electronic means, if the Board so determines with any application deposit as determined by the Board) in the form determined by the Board, and

(b)   must be lodged (including by electronic means, if the Board so determines) with the secretary of the Board.

(2)   As soon as practicable after receiving an application for membership, the secretary must refer the application to the Board, which is to determine whether to approve or to reject the application.

(3)   As soon as practicable after the Board makes that determination, the secretary must:

(a)   notify the applicant in writing (including by email or other electronic means, if the Board so determines) that the Board approved or rejected the application (whichever is applicable), and

(b)   if the Board approved the application, request the applicant to pay (within the period of 28 days after receipt by the applicant of the notification) the sum payable under this constitution by a member as entrance fee and annual subscription, less any application fee.

(4)   The Secretary must, on payment by the applicant of the amounts referred to in subclause (3) (b) within the period referred to in that provision, 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 member of the Party.

(5)   The Secretary must determine to what extent the member’s personal details, beyond their name, will be publicly available.

(6)   The Secretary must inform the relevant Branch President and Secretary of each new member within the electorate related to the branch.

(7)   The Treasurer must inform the Branch President and Secretary of any member in the electorate area of the Branch who becomes unfinancial, with the view to follow up the member financial situation.

(8)   In the first year of membership of the party the member is unable to nominate or to be nominated for any position in the Party nor to be able to vote in elections for positions within the party.

5   Cessation of membership

A person ceases to be a member of the Party if the person:

(a)   dies, or

(b)   resigns membership, or

(c)   is expelled from the Party, or

(d)   fails to pay the annual membership fee under clause 8 (2) within 3 months after the fee is due.

6   Membership entitlements not transferable

A right, privilege or obligation which a person has by reason of being a member of the Party:

(a)   is not capable of being transferred or transmitted to another person, and

(b)   terminates on cessation of the person’s membership.

(c)   on the death of a spouse, the surviving spouse’s membership reverts to single membership status.

7   Resignation of membership

(1)   A member of the Party may resign from membership of the Party by first giving to the secretary written notice of at least 1 month (or any other period that the Board may determine) of the member’s intention to resign and, on the expiration of the period of notice, the member ceases to be a member.

(2)   If a member of the Party 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.

8   Register of members

(1)   The secretary must establish and maintain a register of members of the Party (whether in written or electronic form) specifying the name and postal, residential or email address of each person who is a member of the Party together with the date on which the person became a member.

(2)   The register of members must be kept in New South Wales:

(a)   at the main premises of the Party, or

(b)   if the Party has no premises, at the Party’s official address.

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

(4)   A member of the Party may obtain a copy of any part of the register on payment of a fee of not more than $2:00 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 Party or other material relating to the Party, 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.

9   Fees and subscriptions

(1)   A member of the association must, on admission to membership, pay to the association a fee of $5:00 or, if some other amount is determined by the Board, that other amount.

(2)   In addition to any amount payable by the member under subclause (1), a member of the association must pay to the association an annual membership fee of $10:00 or, if some other amount is determined by the Board, that other amount:

(a)   except as provided by paragraph (b), before the first day of June (the membership renewal month) in each calendar year, or

(b)   if the member becomes a member on or after the first day of June (the membership month) in any calendar year—on becoming a member and before the first day of June in each succeeding calendar year.

10 Members’ liabilities

The liability of a member of the association to contribute towards the payment of the debts and liabilities of the Party or the costs, charges and expenses of the winding up of the Party is limited to the amount, if any, unpaid by the member in respect of membership of the Party as required by clause 8.

11 Resolution of disputes

(1)   A dispute between a member and another member (in their capacity as members) of the Party, or a dispute between a member or members and the Party, 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.

12 Disciplining of members

(1)   A complaint may be made to the Board by any person that is a member of the Party:

(a)   has refused or neglected to comply with a provision or provisions of this constitution, or

(b)   has wilfully acted in a manner prejudicial to the interests of the Party.

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

(3)   If the Board decides to deal with the complaint, the Board:

(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 Board in connection with the complaint, and

(c)   must take into consideration any submissions made by the member in connection with the complaint.

(4)   The Board may, by resolution, expel the member from the Party or suspend the member from membership of the Party 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 in the circumstances.

(5)   If the Board 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 of the action taken, of the reasons given by the Board for having taken that action and of the member’s right of appeal under clause 12.

(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 Party confirms the resolution under clause 12, whichever is the later.

13 Right of appeal of disciplined member

(1)   A member may appeal to the Party in general meeting against a resolution of the Board under clause 11, 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 Board, which is to convene a general meeting of the association to be held within 28 days after the date on which the secretary received the notice.

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

(a)   no business other than the question of the appeal is to be transacted, and

(b)   the Board 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 Party.


Part 3      The Board

14 Powers of the Board

Subject to the Act, the Regulation, this constitution and any resolution passed by the Party in general meeting, the Board:

(a)   is to control and manage the affairs of the Party, and

(b)   may exercise all the functions that may be exercised by the Party, other than those functions that are required by this constitution to be exercised by a general meeting of members of the Party, and

(c)   has power to perform all the acts and do all things that appear to the Board to be necessary or desirable for the proper management of the affairs of the Party.

 

15 Composition and membership of Board

(1)   The Board is to consist of:

(a)   the four office-bearers of the Board, and

(b)   at least 3 ordinary Board members,

each of whom is to be elected at the annual general meeting of the Party under clause 15.

Note. Section 28 of the Act contains further requirements concerning eligibility for membership and composition of the Board.

(2)   The total number of Board members is to be 9.

(3)   The office-bearers of the Party are as follows:

(a)   the President, elected for two years – cannot be a member of Parliament

(b)   the Deputy-President, elected for two years – cannot be a member of Parliament

(c)   the Treasurer, elected for two years – cannot be a member of Parliament

(d)   the Secretary, elected for two years – cannot be a member of Parliament

(4)   A Board member may hold only one position on the Board at any time – cannot be a member of Parliament

(5)   There is no maximum number of consecutive terms for which an ordinary Board member may hold office.

(a)  the maximum number of terms that an office-bearer may hold office is 2 consecutive terms. Thereafter, he/ she may be elected to be an ordinary Board member.

(6)   Each member of the Board is required to have completed an approved course detailing the rights and responsibilities of being a Board member within 8 weeks of being elected to the Board.

16 Election of Board members

Close family members and spouses are unable to nominate each other to be on the Board, nor can more than one spouse or close family member serve on the Board at the same time.

(1)   Nominations of candidates for election as ordinary Board members:

(a)   must be made in writing, signed by 2 financial members of the Party and accompanied by the written consent of the candidate (which may be endorsed on the form of the nomination), and

(b)   must be delivered to the secretary of the Party at least 7 days before the date fixed for the holding of the annual general meeting at which the election is to take place.

(c)  it is the responsibility of each nominator and each candidate for election to the Board to assure themselves that they are a financial member of the party att he time of submission of the nominations being delivered to the secretary.

(2)   If insufficient nominations are received to fill all vacancies on the Board, the candidates nominated are taken to be elected and further nominations are to be received at the annual general meeting.

(3)   If insufficient further nominations are received, any vacant positions remaining on the Board are taken to be casual vacancies.

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

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

(6)   The ballot for the election of office-bearers and ordinary Board members of the Party is to be conducted at the annual general meeting in any usual and proper manner that the Board directs.

a)    The five ordinary Board members will be elected via a system of vote-counting known as proportional representation.

b)    The Office-bearers will be elected by a simple first post ballot

(7)   A person nominated as a candidate for election as an office-bearer or as an ordinary Board member of the Party must be a member of the Party.

17 Election of Office Bearers

(1)  The president and deputy president will be elected in alternate years to each other.

(2)  The secretary and treasurer will also be elected in alternate years to one another.

(3)  In the first year of this constitution, the president and treasurer will be elected for three years, thereafter for two years.

(4)  Nominations to the positions of Office Bearers must be in writing signed by 2 members of the Party and accompanied by the written consent of the candidate (which may be endorsed on the form of the nomination), and stating the position being nominated for.

(5)  If insufficient nominations are received to fill all vacancies of the Offices Bearers on the Board, further nominations are to be received at the annual general meeting.

(6)  If the number of nominations received is equal to the number of vacancies to be filled, the persons nominated are taken to be elected

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

(8)  A person nominated as a candidate for election as an office-bearer of the Party must be a financial member of the Party and not a member of Parliament.

A.    President is the senior office bearer of the party having the responsibilities to chair meetings, to call Board meetings, to call general meetings, to call special meetings, to call AGM meetings, to see that all reporting regulations are complied with in a timely manner. Cannot be a Member of Parliament and if he/she becomes a member of Parliament during their term as President must resign from the position of President and a new President is appointed as per section 18.

B.    Deputy President is the deputy senior office bearer of the party and is do all the things in 17 A. if the President is unable or unavailable or unwilling to do all these things in 17 A. Cannot be a Member of Parliament and if he/she becomes a member of Parliament during their term as Deputy President must resign from the position of Deputy President and a new Deputy President is appointed as per section 18.

C.   Secretary must, as soon as practicable after being appointed as secretary, lodge notice with the Party of his or her address. Cannot be a Member of Parliament and if he/she becomes a member of Parliament during their term as Secretary must resign from the position of Secretary and a new Secretary is appointed as per section 18.

(a) It is the duty of the secretary to keep minutes (whether in written or     electronic form) of:

(i) all appointments of office-bearers and members of the Board, and

(ii) the names of members of the Board present at a Board meeting or at a general meeting, and

(iii) all proceedings at Board meetings and general meetings.

(b) Minutes of proceedings at a meeting must be signed by the   chairperson of the meeting or by the chairperson of the next succeeding meeting.

(c) The signature of the chairperson may be transmitted by electronic means for the purposes of subclause (3).


D. Treasurer Cannot be a Member of Parliament and if he/she becomes a member of Parliament during their term as Treasurer must resign from the position of Treasurer and a new Treasurer is appointed as per section 18. It is the duty of the treasurer of the Party to ensure:

(a) that all money due to the Party is collected and received and that all payments  
     authorised by the Party are made, and

(b) that correct books and accounts are kept showing the financial affairs of the   

     Party, including full details of all receipts and expenditure connected with the
     activities of the Party.

(c)   to plan and recommend fund raising campaigns for general funds, State election campaigns, Federal election campaigns, Local Government election campaigns, and other purposes as required.

 

2)    Party Agent is appointed by the Board as an ex-officio Board member and office holder of the party with expertise in legal or accounting to have oversight of the party in regard to the funding and reporting under the State or Federal Electoral Legislation and while being an office holder without voting rights on the Board. Cannot be a Member of Parliament and if he/she becomes a member of Parliament during their term as Party Agent must resign from the position of Party Agent and a new Party Agent is appointed by the Board.

 

 

18 Casual vacancies

(1)   In the event of a casual vacancy occurring in the membership of the Board, the Board may appoint a member of the Party 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 member of the Board occurs if the member:

(a)   dies, or

(b)   ceases to be a member of the Board, 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 19, or

(f)   becomes a mentally incapacitated person, or

(g)   is absent without the consent of the Board from 3 consecutive meetings of the Board, 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.

(j)  is elected to serve in the parliament of NSW or Australia

19 Removal of Board members

(1)   The Party in general meeting may by resolution remove any member of the Board from the office of member before the expiration of the member’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)   If a member of the Board to whom a proposed resolution referred to in subclause (1) relates makes representations in writing to the secretary or president (not exceeding a reasonable length) and requests that the representations be notified to the members of the Party, the secretary or the president may send a copy of the representations to each member of the Party 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.

20 Board meetings and quorum

(1)   The Board must meet at least 8 times in each period of 12 months at the place and time that the Board may determine.

(2)   Additional meetings of the Board may be convened by the president or by any member of the Board.

(3)   Oral or written notice of a meeting of the Board must be given by the secretary to each member of the Board at least 48 hours (or any other period that may be unanimously agreed on by the members of the Board 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 Board members present at the meeting unanimously agree to treat as urgent business.

(5)   Any 5 members of the Board constitute a quorum for the transaction of the business of a meeting of the Board.

(6)   No business is to be transacted by the Board 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 the same place and at the same hour of the same day in the following week.

(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 Board:

(a)   the president or, in the president’s absence, the deputy president is to preside, or

(b)   if the president and the deputy president are absent or unwilling to act, one of the remaining members of the Board chosen by the members present at the meeting is to preside as the chair of the meeting.

21 Appointment of Party members as Board members to constitute quorum

(1)   If at any time the number of Board members is less than the number required to constitute a quorum for a Board meeting, the existing Board members may appoint a sufficient number of members of the Party as Board members to enable the quorum to be constituted.

(2)   A member of the Board 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 18 applies.

22 Use of technology at Board meetings 

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

(2)   A Board member who participates in a Board 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.

23 Delegation by the Board to sub-committee

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

(a)   this power of delegation, and

(b)   a function which is a duly imposed on the Board 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 Board 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 Board.

(6)   The Board 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.

24 Voting and decisions

(1)   Questions arising at a meeting of the Board or of any sub-committee appointed by the Board are to be determined by a majority of the votes of members of the Board or sub-committee present at the meeting.

(2)   Each member present at a meeting of the Board or of any sub-committee appointed by the Board (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 20 (5), the Board may act despite any vacancy on the Board.

(4)   Any act or thing done or suffered, or purporting to have been done or suffered, by the Board or by a sub-committee appointed by the Board, is valid and effectual despite any defect that may afterwards be discovered in the appointment or qualification of any member of the Board or sub-committee.

(5) Members voting rights to elect the members of the Board are extended to all financial members who have been members for at least 12 months.

(6) Members voting rights at General Meetings are extended to only those financial members present either in person or by any remote means that is authorised to be used at the time.

(7) Branch delegates are able to move motion at State Council Meetings that have been approved by their Branch.

25 Branches

(1)  In each State electorate branches are encouraged to be created as members

(2)  of the party reach 10 members, sub branches are also encouraged when members are less than 10 in an electorate.

(3)  Branches may be formed across electorate boundaries where there are common interests.

(4)  The purpose of each Branch will be to promote the policies, the branding of the Party, to expand the Party’s influence in the community and to recruit new members to the branch and the Party. (as per the Branch handbook)

(5)  Each new member in an electorate where there is an existing branch will be given the contact details of the Branch President and Secretary of the relevant branch.

(6)  The Branch President and the Secretary will be given the contact details of the new member to include in the branch’s meetings.

(7)  Each Branch will elect from its members a President, Secretary and Treasurer and any other office bearer that the branch may require.

(8)  Branches will assist in developing local policy issues and promoting the party.

(9)  Where possible each Branch will, with advice from the Board, seek to pre-select candidates for elections

(10) Such Branch pre-selected persons will be forwarded to the Party Secretary for endorsement by the Party.

      (11) Branches will be encouraged to raise funds for local political campaigns and
            administration of both the branch and the Party.
       (12) Branches may hold fund raising campaigns for other party financial
              purposes   
       (13) Due to Financial disclosure laws all fund raising will be in compliance to
             relevant regulations as required from time to time.
       (14) The Branch’s bank account(s) will be a sub-account of the Party’s bank
              account so as to facilitate financial compliance as required from time to time.  

 

 

Part 4      General meetings

All members are invited and welcomed to attend general meetings and to participate in discussions and debates including voting on all matters relevant to the Party. There should be at least 6 General Meetings each year and due to distance, some members will need to travel, or an online format will be available to all General Meetings.

 

(1)  Branches may send motions to the Party Secretary for discussion or debate to General Meetings and such motions should be listed on the notice paper for the meeting.

(2)  Branches may send questions on notice to the Party Secretary to be listed and answered at the General Meeting.

(3)  Questions without notice and motions without motions are permitted during the General Business of the General Meetings.

(4)  General meetings will be where the members will give direction to the Board in regard to political policies, election preparations, fund raising campaigns; ask questions of any members of parliament and to set up inquiries in policy development.

 

26 Annual general meetings – holding of

(1)   The Party must hold its first annual general meeting within 18 months after its registration under the Act.

(2)   The Board must hold its annual general meetings:

(a)   within 6 months after the close of the Board’s financial year, or

(b)   within any later time that may be allowed or prescribed under section 37 (2) (b) of the Act.

27 Annual general meetings – calling of and business at

(1)   The annual general meeting of the Party is, subject to the Act and to clause 25, to be convened on the date and at the place and time that the Board thinks fit.

(2)   In addition to any other business which may be transacted at an annual general meeting, the business of an annual general meeting is to include the following:

(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 Board’s reports on the activities of the Party during the last preceding financial year,

(c)   to elect office-bearers of the Party and ordinary Board members,

(d)   to receive and consider any financial statement or report required to be submitted to members under the Act.

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

28 Special general meetings – calling of

(1)   The Board may, whenever it thinks fit, convene a special general meeting of the Party.

(2)   The Board must, on the requisition of at least 5% of the total number of members, convene a special general meeting of the Party.

(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 Board 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 Board.

(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.

29 Notice

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

Note. A special resolution must be passed in accordance with section 39 of the Act.

(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 26 (2).

(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.

30 Quorum for general meetings

(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)   Thirty-five members present (being members entitled under this constitution to vote at a general meeting) constitute a quorum for the transaction of the business of a general meeting. Members attending by electronic means are considered to be present at the meetings.

(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 to the same day in the following week at the same time and (unless another place is 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) at the same place.

(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.

31 Presiding members                                                                  

(1)  The president or, in the president’s absence, the deputy president, is to preside as chairperson at each general meeting of the Party.

(2)  If the president and the deputy president are absent or unwilling to act, the members present must elect one of their number to preside as chairperson at the meeting.

(3)  If after half an hour the president, or deputy president, is not in attendance and a quorum is present then the meeting will elect a chairperson and proceed with the meeting;

(4)  If the president or deputy president arrive after the meeting has commenced then the meeting may, via a relevant motion, vote to replace the current chairperson with the late arriving President or deputy president as the chairperson.

 

32 Adjournment

(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 another 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)   If a general meeting is adjourned for 14 days or more, the secretary must give written or oral notice of the adjourned meeting to each member of the Party stating the place, date and time of the meeting and the nature of the business to be transacted at the meeting.

(3)   Except as provided in subclauses (1) and (2), notice of an adjournment of a general meeting or of the business to be transacted at an adjourned meeting is not required to be given.

33 Making of decisions

(1)   A question arising at a general meeting of the Party is to be determined by:

(a)   a show of hands or, if the meeting is one to which clause 37 applies, any appropriate corresponding method that the Board may determine, or

(b)   if on the motion of the chairperson or if 10 or more members present at the meeting decide that the question should be determined by a written ballot, then 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 Party, 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 Board 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.

34 Special resolutions

A special resolution may only be passed by the Party in accordance with section 39 of the Act.

35 Voting

(1)   On any question arising at a general meeting of the Party 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 Party unless all money due and payable by the member to the Party has been paid.

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

36 Proxy votes not permitted

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

Note. Schedule 1 to the Act provides that an association’s constitution is to address whether members of the association are entitled to vote by proxy at general meetings.

37 Postal or electronic ballots

(1)   The association may hold a postal or electronic ballot (as the Board determines) to determine any issue or proposal (other than an appeal under clause 12).

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

38 Use of technology at general meetings

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

(2)   A member of the Party 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    Approving of Candidates
39 Assessing Candidates

After an election each candidate needs to be assessed for their effectiveness as a candidate and      offered training to improve their performance on the next election. Effective candidates need to be encouraged to continue to be available for the next election where possible. The Local branch must be included in the assessment of the candidate. The call for candidates to nominate must be made where ever possible at least 12 months in advance of the elections. The Board shall cause the Head Office to set up training programs for candidates that is able to taken to regional areas where ever possible.



(1)   The local Branches where established will seek to find worthy people to be candidates for elections.

(2)   With advice from Head Office shall call for nominations for candidates for relevant elections.

(3)   Candidates approved by local branches shall be endorsed by the Board as soon as practical.

a.    The Board may withhold an endorsement only if the candidate be deemed as being inappropriate

b.    And shall if endorsement is withheld cause a meeting of the local branch and the Board to discuss the concerns.

c.     Grounds for withholding endorsement include: person not being eligible to stand because of relevant laws and regulations that may be in force from time to time.

d.    Person having an outstanding debt to the Party that has not been paid, or has a history of exceeding approved budgets.

e.    Membership not current – the candidate is first asked to renew the membership if less than 3 months from the renewal date.

f.     If the Candidate becomes unfinancial and does not renew the membership the candidate becomes dis-endorsed because of the unfinancial nature of the candidate,

g.    All candidates must become very familiar with the policies of the party and to seek how these policies will impact the candidate’s local community.     

 

 

 

 

Part 5      Miscellaneous

40 Insurance

The Party may affect and maintain insurance.

41 Funds – source

(1)  The funds of the Party are to be derived from entrance fees and annual subscriptions of members, donations and, subject to any resolution passed by the Party in general meeting, any other sources that the Board so determines.

(2)  Some funds for the party may come from government sources as per legislation requirements and by
 qualifying for such funds from time to time – receipts for these funds may not be required but deposits must be made as soon as practical into the correct account as per the Legislation requirements.

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

(4)  The Party must, as soon as practicable after receiving any money, issue an appropriate receipt.

42 Funds – management

(1)   Subject to any resolution passed by the Party in general meeting, the funds of the Party are to be used solely in pursuance of the objects of the Party in the manner that the Board determines.

(2)   All cheques, drafts, bills of exchange, promissory notes and other negotiable instruments must be signed by 2 authorised signatories.

43 Association is non-profit

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

Note. Section 5 of the Act defines pecuniary gain for the purpose of this clause.

44 Distribution of property on winding up of association

(1)   Subject to the Act and the Regulations, in a winding up of the Party, any surplus property of the Party 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 an association is a reference to that property of the Party remaining after satisfaction of the debts and liabilities of the Party and the costs, charges and expenses of the winding up of the Party.

Note. Section 65 of the Act provides for distribution of surplus property on the winding up of an association.

45 Change of name, objects and constitution

An application for registration of a change in the Party’s name, objects or constitution in accordance with section 10 of the Act is to be made by the party agent or a Board member.

46 Custody of books etc

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

(a)   at the main premises of the Party, in the custody of the public officer or a member of the Party (as the Board determines), or

(b)   if the Party has no premises, at the party’s official address, in the custody of the public officer.

47 Inspection of books etc

(1)   The following documents must be open to inspection, free of charge, by a member of the Party at any reasonable hour:

(a)   records, books and other financial documents of the Party,

(b)   this constitution,

(c)   minutes of all Board meetings and general meetings of the Party.

(2)   A member of the Party 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 Board may refuse to permit a member of the Party to inspect or obtain a copy of records of the Party that relate to confidential, personal, employment, commercial or legal matters or where to do so may be prejudicial to the interests of the Party.

48 Service of notices

(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 sending it by facsimile transmission or 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 sent by facsimile transmission or 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.

49 Financial year

The financial year of the Party is:

(a)   the period of time commencing on the date of incorporation of the Party and ending on the following 30 June, and

(b)   each period of 12 months after the expiration of the previous financial year of the Party, commencing on 1 July and ending on the following 30 June.

Notes.

1. Schedule 1 to the Act provides that an association’s constitution is to address the association’s financial year.

2. Clause 19 of the Regulation contains a substitute clause 47 for certain associations incorporated under the Associations Incorporation Act 1984.