Constitution 

Annexure A

 

South Australian

Tom Quilty Committee

 Incorporated

 

Constitution

 

 

 

 

 

 

April 2003

 

 

 

This is the annexure marked ?A' referred to in the statutory declaration

of the South Australian Tom Quilty Committee Inc

made on the 10th day of April 2003 before me

 

 

---------------------------------------------

(Justice of the Peace signature)


 

1. NAME

The name of the incorporated association is South Australian Quilty Committee Incorporated, referred to herein as "the association".

 

2. DEFINITIONS

"committee" means the committee of management of the association.

 

"general meeting" means a general meeting of members of the association convened in accordance with these rules.

 

"member" means a member of the association.

 

"the Act" means the Associations Incorporation Act 1985.

 

"special resolution" means a special resolution defined in the Act.

 

"month" shall mean a calendar month.

 

"ride" shall mean The Tom Quilty Gold Cup Endurance Ride National Championship

 

"SAERA" shall mean South Australian Endurance Riders Association.

 

"AERA" shall mean Australian Endurance Riders Association.

 

3. PURPOSE OF THE ASSOCIATION

 

i)              To promote and encourage the activity of endurance riding.

 

ii)             To conduct the Tom Quilty National Championship Endurance Ride whenever the ride is held in the State of South Australia within The Tom Quilty Gold Cup Endurance Ride National Championship Event Standards as supplied by AERA.

 

iii)         To conduct a range of social and fundraising activities in connection with the South Australian Tom Quilty National Championship Endurance Ride.

 

4. POWERS OF THE ASSOCIATION

 

The Association shall have the power to:

  1. Take over funds raised and other assets from SAERA that are for the express purpose of conducting the ride;

 

  1. Subscribe to become a member of any other association whose objectives are altogether or similar to the association for the purpose of improving the purpose of the association;

 

  1. Buy, sell and deal in all kinds of items, both liquid and solid in conjunction with the ride or fundraising activities for the purpose of conducting the ride;

 

  1. Purchase, lease, hire, exchange or acquire any property or items in connection with the ride;

 

  1. Appoint, employ or suspend managers, workmen or other persons as necessary or convenient for the association;

 

  1. Construct, improve, maintain, develop, work, manage, alter or control any house, buildings, grounds, works or conveniences as deemed necessary, after approval of owner, lessor for the purpose of conducting the ride;

 

  1. Invest and deal with the money of the association not immediately required in such a manner as may be from time to time be thought fit;

 

  1. Lend and advance money or give credit to any person of the committee: to guarantee the payment of money on performance of contracts;

 

  1. Borrow or raise money either jointly or alone and pay off same;

 

  1. Pay accounts after approval by committee;

 

  1. Sell, improve, manage, develop, exchange, lease, dispose of any part of the property and rights of the association;

 

  1. Accept any gift of property if the beneficiary upholds the principles of the association;

 

  1. Take steps by personal or public appeals, public meetings as may be deemed expedient for the purpose of procuring contributions to the funds of the association in the shape of donations, sponsorship, annual subscriptions or otherwise;

 

  1. Print and publish any newspapers, periodicals, desirable for the promotion of its purpose;

 

  1. Make donations for patriotic, charitable or community purposes, and;

 

  1. Do all such other things that are incidental or conductive to the attainment of the purpose and exercise the powers of the association.

 

5. MEMBERSHIP

5.1       TYPES

i)          Ordinary member

Any person who supports and volunteers time to uphold the aims of the association and who applies for membership, shall upon the acceptance of the application by the committee, be a member of the association.

 

ii)         Committee member

A person who is nominated by an ordinary member or existing committee member to hold office on the committee. See 6.2 APPOINTMENT.

 

5.2       RESIGNATIONS

A member may resign from membership of the association by giving written notice to the secretary.

 

5.3       EXPULSION OF A MEMBER

The committee may expel a member from the association upon a charge of misconduct detrimental to the interests of the association. Notice will be given in writing to the member and is effective 14 days after notice is given.

 

The member may appeal to the committee by notifying the committee of the intent to appeal within 14 days of the date on the written notice from the committee. A date for a general meeting shall be set by the committee not later than 14 days after the intent to appeal has been received by the committee where the member can appeal the expulsion.

           

In the event of an appeal, the appellant's membership of the association shall not be terminated unless the determination of the committee to expel the member is upheld by the members of the association in general meeting.

 

5.4       REGISTER OF MEMBERS

A register of members must be kept by the South Australian Quilty Committee Inc Secretary and contain:

i)              The name and address of each member;

 

ii)             The date on which each member was admitted to the association; and

 

iii)             If applicable, the date of, and reason(s) for, termination of membership.

 

6. THE COMMITTEE

 

6.1       POWERS AND DUTIES

a)    The affairs of the association shall be managed and controlled by a committee to do all such things as are within the objects of the association.

 

b)    The committee has the management and control of the funds and other property of the association.

 

c)    The committee shall have authority to interpret the meaning of these rules and any other matter relating to the affairs of the association on which these rules are silent.

 

d)    The committee shall appoint a public officer as required by the Act.

 

 

 

6.2       APPOINTMENTS

a)    The committee shall be comprised of a President, Vice President, Secretary, Treasurer and a minimum of four committee members.

 

b)    The first committee of the association shall be appointed from the South Australian Endurance Riders Association membership and supporters. The first committee shall hold office until the first annual general meeting after the SA Tom Quilty for which it was formed is completed. At this time, the business of the association will rest, and be overseen by SAERA until 2 years before the next SA Tom Quilty where members of the committee may chose to nominate for the committee of the next Tom Quilty or retire from the committee.

 

c)    The committee may appoint a person to fill a casual vacancy, and such a committee member shall hold office until the next annual general meeting of the association.

 

6.3       PROCEEDINGS OF COMMITTEE

a)    The committee shall meet together for the dispatch of business at least two monthly.

 

b)    Questions arising at any meeting of the committee shall be decided by a majority of votes, and in the event of equality of votes the chairperson shall have a casting vote in addition to a deliberative vote.

 

c)    A quorum for a meeting of the committee shall be one half of the members of the committee.

 

d)    A member of the committee, who has a conflict of interest in a decision, must disclose the nature and extent of that interest to the committee and shall not vote with respect to that contract or proposed contract.

 

 

 

6.4 DISQUALIFICATION OF COMMITTEE MEMBERS

     The office of a committee member shall become vacant if a committee member is:

 

a)    Disqualified from being a committee member by the Act;

 

b)    Expelled as a member under these rules;

 

c)    Permanently incapacitated by ill health, and/or;

 

d)    Absent without apology and or with an apology that is not acceptable to the committee, from more than three meetings in a financial year.

 

7. THE SEAL

The association shall have a common seal upon which its corporate name shall appear in legible characters.

The seal shall not be used without the express authorisation of the committee, and every use of the seal shall be recorded in the minute book of the Association. The affixing of the seal shall be witnessed by the chairperson and secretary and held by the secretary.

 

8. GENERAL MEETINGS

 

8.1       ANNUAL GENERAL MEETINGS

a)    The committee shall call an annual general meeting in accordance with the Act and these rules.

 

b)    The first annual general meeting shall be held within 18 months after the incorporation of the association, and thereafter within five months after the end of each SA Tom Quilty.

 

c)    The order of the business at the meeting shall be:

                                          i.    The confirmation of the minutes of the previous annual general meeting and of any special general meeting held since that meeting;

 

                                         ii.    The consideration of the accounts and reports of the committee and the auditor's report (if auditor's report is required);

 

                                        iii.    The election of vacant committee member positions at first annual general meeting;

 

                                       iv.    The appointment of an auditor, and;

 

                                        v.    Any other business requiring consideration by the association in general meeting.

 

8.2       SPECIAL GENERAL MEETINGS

a)    The committee may call a special general meeting of the association at any time.

 

b)    Upon a requisition in writing of not less than 5%, of the total number of members of the association, the committee shall within one month of the receipt of the requisition, convene a special general meeting for the purpose specified in the requisition.

 

c)    Every requisition for a special general meeting shall be signed by the relevant members and shall state the purpose of the meeting.

 

8.3       NOTICE OF GENERAL MEETINGS

a)    Subject to 8.3b, at least 14 days notice of any general meeting shall be given to members. The notice shall set out where and when the meeting will be held, and particulars of the nature and order of the business to be transacted at the meeting.

 

b)    Notice of a meeting at which a special resolution is to be proposed shall be given at least 21 days prior to the date of the meeting.

 

c)    A notice may be given by the association to any member by serving the member with the notice personally, or by sending it by post to the address appearing in the register of members.

 

8.4       PROCEEDINGS AT GENERAL MEETINGS

Greater than 50% of members present personally or by proxy shall constitute a quorum for the transaction of business at any general meeting.

 

8.5       VOTING AT GENERAL MEETINGS

a)    Every member of the association has only one vote at a meeting of the association.

 

b)    A question for decision at a general meeting, other than a special resolution, must be determined by a majority of members who vote in person or, where proxies are allowed, by proxy, at that meeting.

 

c)    Unless a poll is demanded by at least five members, a question for decision at a general meeting must be determined by a show of hands.

 

8.6       POLL AT GENERAL MEETINGS

If a poll is demanded by at least five members, it must be conducted in a manner specified by the person presiding and the result of the poll is the resolution of the meeting on that question.

 

 

8.7       SPECIAL AND ORDINARY RESOLUTIONS

a)    A special resolution is a special resolution as defined in the Act.

 

b)    An ordinary resolution is a resolution passed by a simple majority at a general meeting.

 

8.8       PROXIES

A member shall be entitled to appoint in writing a committee member or ordinary member of the association to be their proxy, and attend and vote at any general meeting of the association.

 

9. MINUTES

a)    Proper minutes of all proceedings of general meetings of the association and of meetings of the committee are to be kept by the secretary.

 

b)    The minutes must be confirmed by the members of the association or the members of the committee at a subsequent meeting.

 

10. DISPUTE RESOLUTION

a)    The dispute resolution procedure set out in this rule applies to disputes under these Rules between -

(i)            A member and another member

(ii)           A member and the association

 

b)    The parties to the dispute must meet and discuss the matter in dispute, and, if possible resolve the dispute within 14 days after the dispute comes to the attention of all of the parties.

 

c)    If the parties are unable to resolve the dispute at the meeting the parties may choose to meet and discuss the dispute before an independent third person agreed to by the parties.

 

d)    In this rule "member" includes any person who was a member not more than six months before the dispute occurred.

 

11. FINANCIAL REPORTING

 

11.1     FINANCIAL YEAR (THIS RULE APPLIES TO ALL ASSOCIATIONS)

The first financial year of the association shall be the period ending on the 31st December following incorporation, and thereafter yearly. Finalisation of accounts must take place no longer than 6 months after each SA Tom Quilty.

 

11.2     ACCOUNTS TO BE KEPT

The association shall keep and retain such accounting records as are necessary to correctly record and explain the financial transactions and financial position of the association in accordance with the Act.

 

11.3     ACCOUNTS AND REPORTS TO BE LAID BEFORE MEMBERS

The accounts, together with the auditor's report on the accounts, the committee's statement and the committee's report, shall be laid before members at the annual general meeting.

 

11.4     APPOINTMENT OF AUDITOR

At each annual general meeting, the members shall appoint a person to be auditor of the association. The auditor shall hold office until the next annual general meeting and is eligible for re-appointment. If an appointment is not made at an annual general meeting, the committee shall appoint an auditor for the current financial year.

 

12.       PROHIBITION AGAINST SECURING PROFITS FOR MEMBERS

The income and capital of the association shall be applied exclusively to the promotion of its objects and no portion shall be paid or distributed directly or indirectly to members or their associates except as bona fide remuneration of a member for services rendered or expenses incurred on behalf of the association.

 

13.       WINDING UP

The association may be wound up by a majority return of votes of the present membership at a special meeting.

 

14.       APPLICATION OF SURPLUS ASSETS

If after the winding up of the association there remains "surplus assets" such surplus assets shall be distributed to the SAERA which has similar objects and has rules which prohibit the distribution of its assets and income to its members. Such organisation or organisations shall be identified and determined by a resolution of members in special meeting.

 

 

15.       RULES

These rules may be altered (including an alteration to the association's name) by special resolution of the members of the association. This includes recision or replacement by substitute rules.

 

 

    To Complete is to Win


    Email: director@satomquilty.com.au

    SOUTH AUSTRALIAN TOM QUILTY COMMITTEE INC

    ABN 78 085 184 252