Association Rules Part 6 – General Meetings of Association

  1. Annual General Meeting
    1. The committee must determine the date, time and place of the annual general meeting.
    2. If it is proposed to hold the annual general meeting more than 6 months after the end of the Association’s financial year, the secretary must apply to the Commissioner for permission under section 50(3)(b) of the Act within 4 months after the end of the financial year.
    3. The ordinary business of the annual general meeting is as follows
      1. to confirm the minutes of the previous annual general meeting and of any special general meeting held since then if the minutes of that meeting have not yet been confirmed
      2. to receive and consider
        1. the committee’s annual report on the Association’s activities during the preceding financial year and
        2. the financial statements of the Association for the preceding financial year presented under Part 5 of the Act and
      3. to elect the office holders of the Association and other committee members
      4. if applicable, to appoint an auditor of the Association in accordance with the Act
      5. to confirm or vary the entrance fees, subscriptions and other amounts (if any) to be paid by members.
    4. Any other business of which notice has been given in accordance with these rules may be conducted at the annual general meeting.
  2. Special General Meetings
    1. The committee may convene a special general meeting.
    2. The committee must convene a special general meeting if at least 20% of the members require a special general meeting to be convened.
    3. The members requiring a special general meeting to be convened must
      1. make the requirement by written notice given to the secretary and
      2. state in the notice the business to be considered at the meeting and
      3. each sign the notice.
    4. The special general meeting must be convened within 28 days after notice is given under subrule (3)(a).
    5. If the committee does not convene a special general meeting within that 28 day period, the members making the requirement (or any of them) may convene the special general meeting.
    6. A special general meeting convened by members under subrule (5)
      1. must be held within 3 months after the date the original requirement was made and
      2. may only consider the business stated in the notice by which the requirement was made,
  3. Notice of General Meetings
    1. The secretary or, in the case of a special general meeting convened under rule 49(5), the members convening the meeting, must give to each member at least 21 days’ notice of a general meeting.
    2. The notice must
      1. specify the date, time and place of the meeting and
      2. indicate the general nature of each item of business to be considered at the meeting and
      3. if the meeting is the annual general meeting, include the names of the members who have nominated for election to the committee under rule 33(2) and
      4. if a special resolution is proposed
        1. set out the wording of the proposed resolution as required by rule 51(4) of the Act and
        2. state that the resolution is intended to be proposed as a special resolution.
  4. Proxies
    1. Subject to subrule (2), an ordinary member may appoint an individual who is an ordinary member as his or her proxy to vote and speak on his or her behalf at a general meeting.
    2. An ordinary member may be appointed the proxy for not more than 5 other members.
    3. The appointment of a proxy must be in writing and signed by the member making the appointment.
    4. The member appointing the proxy may give specific directions as to how the proxy is to vote on his or her behalf.
    5. If no instructions are given to the proxy, the proxy may vote on behalf of the member in any matter as the proxy sees fit.
  5. Presiding Member and Quorum for General Meeting
    1. The chairperson or, in the chairperson’s absence, the vice- chairperson must preside as chairperson of each general meeting.
    2. If the chairperson and vice- chairperson are absent or are unwilling to act as chairperson of a general meeting, the committee members at the meeting must choose one of them to act as chairperson of the meeting.
    3. At a general meeting 20 members present in person or by proxy constitutes a quorum and no business is to be conducted at a general meeting unless a quorum is present.
    4. If a quorum is not present within 30 minutes after the notified commencement time of a general meeting
      1. in the case of a special general meeting — the meeting lapses or
      2. in the case of the annual general meeting — the meeting is adjourned to
        1. the same time and day in the following week and
        2. the same place, unless the chairperson specifies another place at the time of the adjournment or written notice of another place is given to the members before the day to which the meeting is adjourned.
  6. Adjournment of General Meeting
    1. The chairperson of a general meeting at which a quorum is present may, with the consent of a majority of the ordinary members present at the meeting, adjourn the meeting to another time at the same place or at another place.
    2. Without limiting subrule (1), a meeting may be adjourned
      1. if there is insufficient time to deal with the business at hand or
      2. to give the members more time to consider an item of business.
    3. No business may be conducted on the resumption of an adjourned meeting other than the business that remained unfinished when the meeting was adjourned.
    4. Notice of the adjournment of a meeting under this rule is not required unless the meeting is adjourned for 14 days or more, in which case notice of the meeting must be given in accordance with rule 50.
  7. Voting at General Meeting
    1. On any question arising at a general meeting
      1. subject to subrule (3), each ordinary member has one vote
      2. ordinary members may vote personally or by proxy.
    2. Except in the case of a special resolution, a motion is carried if a majority of the ordinary members present at a general meeting vote in favour of the motion.
    3. If votes are divided equally on a question, the chairperson of the meeting has a second or casting vote.
    4. If the question is whether or not to confirm the minutes of a previous general meeting, only members who were present at that meeting may vote.
    5. For a person to be eligible to vote at a general meeting as an ordinary member, the ordinary member
      1. must have been an ordinary member at the time notice of the meeting was given under rule 50 and
      2. must have paid any fee or other money payable to the Association by the member.
  8. When Special Resolutions Are Required
    1. A special resolution is required if it is proposed at a general meeting
      1. to affiliate the Association with another body or
      2. to request the Commissioner to apply to the State Administrative Tribunal under section 109 of the Act for the appointment of a statutory manager.
    2. Subrule (1) does not limit the matters in relation to which a special resolution may be proposed.
  9. Determining Whether Resolution Carried
    1. In this rule
      poll means the process of voting in relation to a matter that is conducted in writing.
    2. Subject to subrule (4), the chairperson of a general meeting may, on the basis of general agreement or disagreement or by a show of hands, declare that a resolution has been
      1. carried or
      2. carried unanimously or
      3. carried by a particular majority or
      4. lost.
    3. If the resolution is a special resolution, the declaration under subrule (2) must identify the resolution as a special resolution.
    4. If a poll is demanded on any question by the chairperson of the meeting or by at least 3 other ordinary members present in person or by proxy
      1. the poll must be taken at the meeting in the manner determined by the chairperson
      2. the chairperson must declare the determination of the resolution on the basis of the poll.
    5. If a poll is demanded on the election of the chairperson or on a question of an adjournment, the poll must be taken immediately.
    6. If a poll is demanded on any other question, the poll must be taken before the close of the meeting at a time determined by the chairperson.
    7. A declaration under subrule (2) or (4) must be entered in the minutes of the meeting, and the entry is, without proof of the voting in relation to the resolution, evidence of how the resolution was determined.
  10. Minutes of General Meeting
    1. The secretary, or a person authorised by the committee from time to time, must take and keep minutes of each general meeting.
    2. The minutes must record the business considered at the meeting, any resolution on which a vote is taken and the result of the vote.
    3. In addition, the minutes of each annual general meeting must record
      1. the names of the ordinary members attending the meeting and
      2. any proxy forms given to the chairperson of the meeting
      3. the financial statements or financial report presented at the meeting, as referred to in rule 48(3)(b)(ii)
      4. any report of the review or auditor’s report on the financial statements or financial report presented at the meeting.
    4. The minutes of a general meeting must be entered in the Association’s minute book within 30 days after the meeting is held.
    5. The chairperson must ensure that the minutes of a general meeting are reviewed and signed as correct by
      1. the chairperson of the meeting or
      2. the chairperson of the next general meeting.
    6. When the minutes of a general meeting have been signed as correct they are, in the absence of evidence to the contrary, taken to be proof that
      1. the meeting to which the minutes relate was duly convened and held and
      2. the matters recorded as having taken place at the meeting took place as recorded and
      3. any election or appointment purportedly made at the meeting was validly made.