Glen Innes Chamber of Commerce Constitution |
NAME:
1. The name of the Association is ‘THE GLEN INNES & DISTRICT CHAMBER OF COMMERCE”
hereafter referred to as the “the Association’ or “the Chamber”.
MISSION STATEMENT: “To encourage business opportunities and co-operation between the Chamber of Commerce, Glen Innes and Severn Shire Development Board and other organisations.”
OFFICE:
2. The 0ffice of the Association shall be at “The Old Mill” Bourke Street,
Glen Innes or such other place as the Executive committee shall from time
to time determine.
OBJECTS:
3. The objects for which the Association is established are:-
(a) To act as a pro active facilitator for the businesses
and to promote, protect and advance the internal and external trade, commerce,
professions, services, transport, manufacturers and industries of Glen Innes
and Severn Shire;
(b) To raise the profile of the Chamber of Commerce
amongst those in trade, commerce, the professions, services and transport,
manufacturers and industries;
(c) To promote, support, or oppose legislative or
other measures affecting such trade, commerce, professions, services, transport,
manufacturers and industries;
(d) To disseminate pertinent information to and
from the business community and to collect and circulate statistics and other
information relating to such such trade, commerce, professions, services,
transport, manufacturers and industries as may be required from time to time;
(e) To undertake the settlement by arbitration of
disputes arising out of such trade, commerce, professions, services, transport,
manufacturers and industries;
(f) To formulate a Code of Practice whereby the
transactions of business in relation to these objects may be simplified and
facilitated;
(g) To undertake training and education for the
benefit of members;
(h) To actively participate with Glen Innes business
and community organisations;
(i) To purchase; lease, hire or otherwise acquire
for the purpose of the Association any real or personal property so far as
the law may allow and from time to time to sell, demise, let or dispose of
the same;
(j) To erect, maintain, improve or alter any building
for the purposes of the Association;
(k) To borrow or raise money by the issue of, or
upon bonds, debentures, bill of exchange, promissory notes or other obligations
or securities of the Association or any mortgage or change of all or any part
of the property of the Association.
(l) To invest and deal with the moneys of the Association
not immediately required upon such securities and in such a manner as may
from time to time be determined;
(m) To engage professional assistance of any kind
and to remunerate any person for services rendered or to be rendered in or
about the formation or promotion of the Association or the conduct of its
affairs;
(n) To raise money by subscriptions and to grant
any rights and privileges to all subscribers;
(o) To do all such things as may be conducive to
the extension of such trade, commerce, professions, services, transport, manufacturers
and industries or incidental to the attainment of the above objects.
MEMBERSHIP:
4. The members of the Association shall be the persons, firms, or companies
entered in the Register of the members for each financial year.
5. Any person, firm or company engaged and/or interested in trade, commerce,
professions, services, transport, manufacturers and industries shall be eligible
to make application for membership.
6. Applicants for membership shall make application on the form prescribed
by the Executive Committee. Applicants shall become members on payment of
the prescribed subscriptions but the Association reserves the right to reject
any application for membership without giving any reason therefor.
DISCIPLINING OF MEMBERS:
7.
(1) A complaint may be made by any member of the
association that some other member of the association:
(a) has persistently refused or neglected to comply with a provision/s of
these rules: or
(b) has persistently and wilfully acted in a manner prejudicial to the interests
of the association.
(2) On receiving such a complaint the committee:
(a) must cause notice of the complaint to be served on the member concerned;
and
(b) must give the member at least 14 days notice from the time the notice
is served within which to make a submission to the Executive committee in
connection with the complaint: and
(c) must take into consideration any submission made by the member in connection
with the complaint.
(3) The Executive committee has the discretion to
expel, censure, suspend the member as deemed necessary after fully considering
the complaint.
( 4) The Executive committee may accept an appeal
in writing, from the member under Clause 34, within seven (7) days in the
hands of the Secretary, which must be considered and acted upon as soon as
practicable. The final decision from this meeting is to be relayed to the
member in writing within seven (7) days.
SUBSCRIPTIONS:
8. The annual subscriptions payable by members of the Association shall be
as determined each year. The annual subscription shall be payable in the first
month of each financial year, provided that where a member joins after the
first half in any year the Executive Committee may reduce pro-rata the subscriptions
payable for the remainder of the current financial year, or quarterly payments.
9. In determining the annual subscription the Executive Committee may prescribe
differing levels of fees for members of differing categories and sizes.
10. The Association’s financial year shall be from the first (1st) day of
July, to the thirtieth (30th) day of June in the same financial year.
LEVIES:
11. The Association may by resolution of any Special General Meeting impose
a levy (not exceeding 50 per centum of the annual subscription in any one
financial year) on members of the Association. Notice of intention to impose
such levy shall be given in writing to all members of the Association with
the Notice convening the Special General Meeting.
REGISTER:
12. The Association shall cause to be kept a register of its members and therein
shall be entered the following particulars:
(a) The name and address and business clarification
of each member;
(b) The date upon which the name of such member
joined the Association, where this information is available;
(c) The annual subscription paid by the member and
the date on which it was received;
(d) The name of the representative or representatives
appointed to attend meetings and vote on behalf of a firm or company.
TERMINATION OF MEMBERSHIP:
13. The Association shall have power to determine the membership of any member
whose subscriptions or levy shall be in arrears for one month after same shall
have become due. Any arrears of subscriptions or levies shall remain a debt
due to, and recoverable by, the Association, at the Association’s discretion.
The Association shall have the power to reinstate a member whose membership
has been determined in accordance with this rule on such terms and conditions
as it may think fit.
14. A member may resign at any time by letter delivered to the Secretary.
A member whose resignation is received on or after the first (1st) of August
in any year shall be liable for his/her subscription for the current financial
year.
15. If any member of the Association or Director or partner in any firm which
is a member of the Association shall be convicted of an indictable offence
or adjudged a bankrupt or make a composition or arrangement with his/her creditors
under the provisions of any statute or if any company, which is a member shall
enter into liquidation whether compulsory or voluntary (save for the purpose
or reconstruction) such member firm or company shall thereupon cease to be
a member of the Association but the Executive Committee shall have the power
in its discretion to reinstate same. If any member acts in a manner detrimental
to the interests of the Association, the membership of such firm or company
may be suspended or terminated by a resolution carried by a majority of two-thirds
of the votes recorded in respect of same at a General or Special General meeting.
FUNDS:
16. The income and property of the Association whensoever derived shall be
applied solely towards the promotion of the objects of the Association and
no portion thereof shall be paid or transferred directly or indirectly by
way of dividend bonus or otherwise to the members of the association. Provided
that nothing herein shall prevent the payment in good faith of remuneration
to any officers or servants or persons employed by the Association or to any
member or person for services rendered to the Association.
INSURANCE:
17. The association must effect insurance at the Executive’s discretion.
CONTRIBUTION AND LIABILITY
OF MEMBERS:
18. The liability of a member of the association to contribute towards the
payment of debts and liabilities of the association or the costs, charges
and expenses of winding up of the association is limited to the amount, if
any, unpaid by the member in respect of membership of the association as required
by Clause 8.
WINDING UP:
19. If upon the winding up or dissolution of the Association there remains
after the satisfaction of all its debts and liabilities any property whatsoever
the same shall not be paid to or distributed among the members of the Association
but shall be paid or distributed among such organisations having objects similar
to the objects of the Association to be determined by the members of the Association
at or before the time of dissolution and in default by the Supreme Court of
New South Wales.
MANAGEMENT:
20. The management of the Association shall be vested in an Executive Committee
consisting of a President, Vice President, Treasurer and Secretary and four
(4) members of the Association. At all meetings of the Executive Committee
three (3) shall be a quorum.
A member of the Executive Committee shall cease to be a member of the Executive
Committee :-
(a) upon his/her ceasing to be a member of the association;
(b) upon receipt by the Secretary of a notice of
resignation signed by such member : or
(c) Upon his/her absence from three (3) consecutive
Executive Committee meetings unless such absence is caused by illness or is
authorised by the Executive Committee.
21. The Executive shall have power to appoint sub-committees and to appoint
a Chair of any sub-committee and to otherwise regulate the proceedings of
such sub-committee and to delegate to any sub-committee so appointed such
of their powers as they shall think necessary. The President and Secretary
shall be ex-officio members of all sub-committees.
ELECTION OF EXECUTIVE COMMITTEE:
22.
(a) The President, Vice-President, Treasurer, Secretary
and members of the Executive Committee shall be elected by a simple majority
ballot at the Annual General Meeting. Nominations for the Executive Committee
will be proposed and seconded in writing on the prescribed form.
(b) The Executive Committee shall hold office until
the next annual General Meeting when they shall retire but shall be eligible
for re-election, except in so far that no member of the Association and/or
Executive Committee may hold the position of either President or Vice President
for more than two (2) years consecutively.
(c) If insufficient nominations are received to
fill all vacancies on the committee the candidates nominated are taken to
be elected, and further nominations for the vacancies may be verbally received
at the annual general meeting.
(d) Any casual vacancy may be filled by the Executive.
TREASURER:
23. The Treasurer shall keep such books of accounts as may be necessary to
constitute a true and fair record of the financial position and operations
of the Association and shall present financial statements at least each executive
meeting. . The Treasurer shall place before each Annual General Meeting a
balance sheet made up to the thirtieth (30th) day of June and a profit and
loss statement for the same financial year ended, both documents to constitute
a true and fair record of the financial position of the association.
MEETINGS:
24.
(a) There shall be at least six (6) general meetings
of the Association in each year at a time and place to be determined by the
Executive Committee. Members shall be given at least fortyeight (48) hours
(or such other period as determined by the Executive) notice of such meetings
either orally or in writing. The Executive committee shall hold its meetings
at intervals of not less than two (2) calendar months. A quorum for a general
meeting is seven (7).
(b) Special General Meetings shall be called by
the Secretary if so instructed by a general meeting, the President or at the
request of ten (10) members of the Association. One (1) Calendar months notice
in writing of special general meetings shall be given to members.
(c) No business is to be transacted by the committee
unless a quorum is present (being members entitled to vote under these rules)
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.If at the adjourned meeting
a quorum is still not present within half an hour of the time appointed or
the meeting, the meeting is to be dissolved.
(d) At a meeting of the committee the president
or, in the president’s absence, the vice-president is to preside: or if the
president and the vice-president are absent or unwilling to act, such one
of the remaining members of the committee as may be chosen by the members
present at the meeting is to preside.
VOTING AND DECISIONS:
25.
(a) Questions arising at a meeting of the committee
or of any sub-committee appointed by the Executive committee are to be determined
by a majority of the votes of members of the committee or sub-committee present
at the meeting.
(b) Any act or thing done or suffered or purporting
to have been done or suffered, by the committee or by a sub-committee appointed
by the committee, is valid and effectual despite any defect that may afterwards
be discovered in the appointment or disqualification of any member of the
committee or sub-committee.
(c) Speakers for and against motions (duly moved
and seconded) shall have two (2) minutes in which to put the case for or against.
This time limit may be altered only by agreement of the financial members
present at that meeting.
ANNUAL GENERAL MEETING:
26. The Annual General meeting of the Association shall be held not later
than four (4) months after the close of each financial year to receive the
Executive Committee’s reports and the Treasurers Financial Statement for that
financial year and to deal with any other business brought forward in conformity
with the Rules of the Association.
CHAIRING OF MEETINGS:
27. The President or, in his/her absence, the Vice President, shall preside
at all meetings of the Association. If at any meeting neither President or
Vice President be present, within fifteen (15) minutes of the appointed starting
time, the meeting shall appoint a Chair from among those present. At all meetings
the business shall (unless otherwise provided for in these rules) be decided
by the majority present and the Chair shall have a casting vote in addition
to their deliberate vote.
PAYMENTS AND FINANCE:
28. All payments made out of the funds of the Association as hereinafter provided
shall be approved by the next succeeding Executive Committee meeting and the
list of payments so approved shall be signed by the Chair of the meeting.
Any two (2) of the President, Vice President, Treasurer and Secretary jointly
are empowered to operate any banking, investment or deposit accounts of the
Association and any one of them severally is empowered to endorse cheques,
bills and other negotiable instruments payable to the Association.
BALLOT AND PROXIES:
29. Votes in a general meeting or the Annual General Meeting may be given
either personally or by proxy or in the case of a company by a duly appointed
representative. The instrument appointing a proxy shall be in such form as
the Executive Committee may from time to time prescribe and in writing under
the hand of the member or of a company under the common seal or under the
hand of one of its directors authorised in that behalf and shall be deposited
with the Secretary not later than twenty-four (24) hours before the time for
holding the meeting. When any firm or company shall in its corporate capacity
be a member of the Association only one of such firm or company or its accredited
representative shall be entitled to vote at any one time. The Returning Officer
shall be the Secretary.
CONSTITUTION RULES AND ETHICS:
30. The power of making new clauses and the altering or rescinding of any
existing constitution clauses shall be vested in the Executive Committee and
such power may be exercised from time to time as occasion may require. No
new rules, addition, amendment or alteration shall be made unless one (1)
calendar month’s notice thereof shall have been given in writing to members
for a resolution at a special general meeting.
COMMON SEAL:
31. The common seal of the Association shall be kept in the custody of the
Public Officer. The common seal shall not be affixed to any instrument except
by the authority of the Executive Committee and the affixing of the common
seal shall be vested by the signature of the President and/or Secretary/Public
Officer.
CUSTODY OF BOOKS ETC:
32. Except as otherwise provided by these Rules, the Secretary shall keep
in his/her custody or under his/her control all records, books and other documents
relating to the Association, unless an administrative person, such as a paid
Executive officer is appointed to carry out such tasks.
INSPECTION OF BOOKS ETC:
33. The records, books and other documents of the Association shall be open
to inspection, free of charge, by a member of the Association at any reasonable
hour.
PUBLIC OFFICER:
34. For the purposes of the Association, the Secretary shall also be the Public
Officer.
The Constitution and Rules were adopted by a
General Meeting of the Glen Innes and District Chamber of Commerce on..27th
September, 1998 and the Association was incorporated as the Glen Innes & District
Chamber of Commerce Inc.
(Inc No. ..........................................)
“The Rules of Glen Innes and District Chamber of Commerce Inc. herein are
in accordance with Section 11 and contain those matters specified in Schedule
1 of the Associations Incorporation Act 1984.”
Signed............................................
