DARWIN SPEEDWAY RIDERS & DRIVERS ASSOCIATION

Transcription

1 DARWIN SPEEDWAY RIDERS & DRIVERS ASSOCIATION CONSTITUTION As amended at the 18 th March 2015 Annual General Meeting Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 1

2 CONSTITUTION PART 1 PRELIMINARY 1. Name The name of the incorporated association ( The Association ) is the Darwin Speedway Riders and Drivers Association Incorporated. 2. Objects and purposes of the Association The objects and purposes of the Association are to: (1) Encourage the sport of motor racing and to promote the spirit of sportsmanship and good fellowship amongst members. (2) Control and guard the interests of members competing in Speedway motor races or competitions in the Commonwealth of Australia or any State or Territory thereof. (3) Submit to promoters of motor races any terms that may be of mutual benefit. (4) Act with affiliated and similar bodies in any matter affecting their mutual welfare either in Australia or abroad. (5) Encourage the social side of motor racing and to add to the members' technical knowledge. (6) With financial guidance from the Speedway Management Board, be the sole controlling body on any speedway circuit where the Association is conducting motor racing. (7) Do all such other things as are incidental or conducive to the said objects or any of them. 3. Minimum Number of Members The Association must have at least 20 members. 4. Definitions In this constitution, unless the contrary intention appears: Act means the Associations Act and regulations made under that Act; "Association" means the Darwin Speedway Riders and Drivers Association Incorporated; "Board" means the Speedway Management Board; (d) Committee means the Management Committee of the Association; (e) Executive Committee means the President, Vice President, Secretary, Treasurer and Public Officer of this Association. (f) family group means a mother and father and up to two of their legally recognized children who are under 16 years of age; Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 2

3 (g) (h) (i) (j) (k) (l) financial institution means an authorized deposit-taking institution within the meaning of section 5 of the Banking Act 1959 of the Commonwealth; general meeting means a general meeting of members convened in accordance with clause 44; mother and father means parent/s or legal guardian/s; "member" means a member of the Association; officer means any member of the Speedway Management Board or the Management Committee; register of members means the register of the Association s members established and maintained under section 34 of the Act; (m) special resolution means a resolution notice of which is given under clause 47 and passed in accordance with section 37 of the Act. (2) Words of one gender shall be interpreted as intending either gender; (3) In these clauses, expressions referring to writing shall, unless the contrary intention appears, be construed as including references to printing, lithography, photography, and other modes of representing or reproducing words in a visible form; (4) Words or expressions contained in these clauses shall be interpreted in accordance with the provisions of the Interpretation Act and that Act as in force on the date on which these clauses are adopted by the Association; and (5) All cases of dispute as to the correct interpretation on these Clauses shall be decided by the Committee whose decision shall be final. Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 3

4 PART 2 CONSTITUTION AND POWERS OF ASSOCIATION 5. Powers of Association (1) For achieving its objects and purposes, the Association has the powers conferred by sections 11 and 13 of the Act. (2) Subject to the Act, the Association may do all things necessary or convenient for carrying out its objects and purposes, and in particular, may: (d) (e) (f) (g) acquire, hold and dispose of real or personal property; open and operate accounts with financial institutions; invest its money in any security in which trust monies may lawfully be invested; raise and borrow money on the terms and in the manner it considers appropriate; secure the repayment of money raised or borrowed, or the payment of a debt or liability; appoint agents to transact business on its behalf; and enter into any other contract it considers necessary or desirable. 6. Effect of Constitution This Constitution binds every member and the Association to the same extent as if every member and the Association had signed and sealed this Constitution and agreed to be bound by it. 7. Inconsistency between Constitution and Act If there is any inconsistency between this Constitution and the Act, the Act prevails. 8. Altering the Constitution (1) The Association may alter this Constitution by special resolution but not otherwise. (2) If the Constitution is altered, the public officer must ensure compliance with section 23 of the Act. Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 4

5 PART 3 MEMBERS Division 1- Membership 9. Application for membership and types of membership (1) To apply to become a member of the Association a person must: submit a written application for membership to the Committee: (i) (ii) in a form approved by the Committee; signed by the person and both of the members referred to in paragraph ; and be proposed by one member and seconded by another member; agree to submit to any drug or alcohol testing process determined by the committee from time to time. (2) As soon as is practicable after the receipt of a nomination, the Secretary shall refer the nomination to the Committee. (3) There shall be five types of membership of the Association, namely: Full members: (i) (ii) All competitors and any other persons over 15 years of age who are accepted in accordance with sub-clause 9 (1) above and clause 10 below; Any competitor 15 years or under may be admitted as a full member where the member s club is affiliated with a national body which permits such a person to compete in open competition and the local club approves such membership; (iii) Persons elected to officer positions shall have their membership fees and insurance cover met by the Association, but will remain full members although not meeting the strict interpretation of sub-clause 9 (1) above; (iv) Full members have voting rights at meetings of the Association. Junior members: (i) A junior member is deemed to be a competitor who has reached 10 years of age but is not yet 16 years of age or any other age set down by a national body with which the member s club is affiliated; Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 5

6 (ii) A junior member is to be under the direct control of a parent or guardian at all times and his parent or guardian is to be a Full member of the Association; (iii) A junior member is not permitted to participate in any senior section or against any senior competitor unless approved in accordance with sub clause (3),, (ii) of clause 9 above; (iv) Any person who does not hold a drivers license by virtue of age only, who wishes to compete: (A) may do so, provided the appropriate national body approves such competition; or (B) in a racing section that is not affiliated with a national body, may do so provided the Chief Steward approves such competition. (v) Junior members do not have voting rights at meetings of the Association. Associate members: (i) Any non-competitor who is accepted in accordance with sub-clause 9 (1) above may be an associate member of the Association. (ii) The Committee shall set fees for Associate members annually. (iii) Associate members do not have voting rights at meetings of the Association. (d) Family members: (i) (ii) Membership is offered to family groups. (At the discretion of the Management Committee, the number of children under Family Membership may be extended to cover additional children under the age of 16 years where the family unit is larger or where one [or more] child [children] is [are] over 16 years of age, but remain/s a junior competitor.) Should one or more members of a family unit be a competitor and wish to gain voting rights, the payment of an additional fee, set by the committee annually, will give one (adult) member such a right, or, where two or more members of the family unit are competitors, the committee will set a fee that will allow both or all (adult, competing) members voting rights. (iii) The Committee shall set fees for Family membership annually. Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 6

7 (iv) Family Membership members do not have voting rights at meetings of the Association other than that which may be gained in accordance with sub-clause (d) (ii) of this clause. (e) Honorary members: (i) Each year the committee will appoint a range of officials and will meet the cost of insurance for such members. (A) all association officials shall be selected and appointed at a meeting of the Committee; (B) (C) each member so appointed will be considered an honorary member for the duration of his or her appointment; no such official shall hold an executive office in the Association unless so elected as set out in Division 2 of Part 4 of this constitution. (ii) From time to time, the committee may appoint additional honorary members such as a representative of a significant sponsor, visiting competitors or officials for the duration of their attendance at Northline Speedway. Such appointments are at the discretion of the Committee as the promoter: (A) Any non-resident, visiting competitor who is not a member of the DSRDA, but is a member of a registered speedway, may be permitted to compete at Northline Speedway; (B) (C) A visiting competitor will generally be required to become a Full member of the DSRDA if they wish to compete for more than 30% of a season at Northline Speedway; Any competitor who is not a member of a registered speedway will be required to become a member of the DSRDA before being allowed to compete at Northline Speedway. (iii) An official who is, by virtue of their appointment, an honorary member, may upgrade their membership to Full Membership on payment of the fee set annually by the committee for Associate members; (iv) Honorary members do not have voting rights at meetings of the Association. Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 7

8 (f) Life members: (i) (ii) If any person has been a member of the Association (or any previous Association with similar goals and aspirations) for at least ten years and/or has in the opinion of the Committee rendered meritorious service to the Association, the Committee may nominate the person as a Life Member; In such event at the next Annual General Meeting a secret ballot shall be held and such person shall be elected a Life Member of the Association if such election is so approved by resolution of the members; (iii) Life members are exempt from the annual membership fee, but hold all the rights of a full member, including voting rights at meetings of the Association; (iv) Life members may hold office on the Speedway Management Board or the Management Committee of the DSRDA. (4) Renewal of membership, other than Life Membership, shall be at the discretion of the Committee annually. 10. Approval of Committee (1) The Committee must consider any application made under clause 9 at the next available committee meeting and must accept or reject the application at that meeting or the next; (2) If an application is rejected, the applicant may appeal against the decision by giving written notice to the Secretary within 14 days after being advised of the rejection; (3) If an applicant gives notice of an appeal against the rejection of his or her application, the Committee must reconsider the application at the next committee meeting after receipt of the notice of appeal; (4) If after considering an application the Committee reaffirms its decision to reject the application, the decision is final. 11. Joining fee The Association does not impose a joining fee separately or in addition to the annual membership fee. 12. Annual membership fees and insurance Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 8

9 (1) The annual membership fee is the amount determined from time to time by resolution at a committee meeting. (2) Each member must pay the annual membership fee to the Treasurer by the first day of each financial year or another date determined by the Committee from time to time. (3) A member whose subscription is not paid by, whichever is the earlier of 75 days after the due date or the opening of the Annual General Meeting, ceases to be a member unless the Committee determines otherwise. (4) The annual membership fee for all officers and officials is met by the Association and endows them with Full membership. (5) Insurance cover for all officers and officials is taken out by the Committee through the Territory Motor Sports Board. (6) All other members, competitors, pit crew, and visitors wishing to enter the pit area are required to provide evidence of relevant insurance cover. 13. General Division 2- Rights of members (1) Subject to clause 14 (2), a member may exercise the rights of membership when his or her name is entered in the register of members. (2) A right, privilege, or obligation of a person by virtue of his membership of the Association: is not capable of being transferred or transmitted to another person; and terminates on the cessation of membership whether by death, resignation or otherwise. 14. Voting (1) Subject to sub-clause (2) and clause 18, each full member, each voting family member and each life member has one vote at general meetings of the Association. (2) A member is not eligible to vote until 10 working days after his or her application has been accepted. 15. Notice of meetings and special resolutions The Secretary must give all members notice of general meetings and special resolutions in the manner and time prescribed by this Constitution. 16. Access to information on Association The following must be available for inspection by members: Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 9

10 (d) a copy of this Constitution; the Register of members; minutes of general meetings; annual reports and annual financial reports; 17. Raising grievances and complaints (1) A member may raise a grievance or complaint about a committee member, the Committee or another member of the Association; (2) The grievance or complaint must be dealt with by the procedures set out in Part Non-voting members Associate members, junior members, non-voting family members, honorary members and any person appointed to any office, to the holder of which there is payable any remuneration by way of salary, fees, or allowances must not vote but may have other rights as determined by the Committee or by resolution at a general meeting. Division 3 Termination, death, suspension and expulsion 19. Termination of membership Membership of the Association may be terminated by: A notice of resignation addressed and posted to the Association or given personally to the Secretary or another committee member; non-payment of the annual membership fee within the time allowed under clause 12 (3); or expulsion in accordance with this Division. 20. Death of a member or whereabouts unknown If a member dies or the whereabouts of a member are unknown, the Committee must cancel the member s membership. Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 10

11 21. Suspension or expulsion of members (1) If the Committee considers that a member should be suspended or expelled because his or her conduct is detrimental to the interests of the Association, the Committee must give notice of the proposed suspension or expulsion to the member. (2) The notice must: be in writing and include: (i) (ii) the time, date and place of the committee meeting at which the question of what that suspension or expulsion will be decided; and the particulars of the conduct; and be given to the member not less than 30 days before the date of the committee meeting referred to in sub-clause (i). (3) At the meeting, the Committee must afford the member a reasonable opportunity to be heard or to make representation in writing. (4) The Committee may suspend or expel or decline to suspend or expel the member from the Association and must give written notice of the decision and the reason for it to the member. (5) Subject to clause 22, the decision to suspend or expel a member takes effect 14 days after the day on which the notice of the decision is given to the member. 22. Appeals against suspension or expulsion (1) A member who is suspended or expelled under clause 21 may appeal against that suspension or expulsion by giving notice to the Secretary within 14 days after receipt of the Committee s decision; (2) The appeal must be considered at a special general meeting of the Association and the member afforded a reasonable opportunity to be heard at the meeting or to make representations in writing prior to the meeting for circulation at the meeting; (3) The members present at the special general meeting must, by resolution, either confirm or set aside the decision of the Committee to suspend or expel the member; (4) The member is not suspended or does not cease to be a member until the decision of the Committee to suspend or expel him or her is confirmed by a resolution of the members. Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 11

12 PART 4 MANAGEMENT COMMITTEE Division 1- General 23. Role and powers (1) The business of the Association must be managed by: a Speedway Management Board. a Management Committee and an Executive Committee comprising the President, Vice President, Secretary, Treasurer and Public Officer (i) The Minute Secretary and/or the Assistant Treasurer may also be included. (2) The Speedway Management Board is in place to: (d) provide guidance and financial management assistance to the Committee on matters relating to the continued viability of the Association; assist in determining the integrity of any promoter proposing to hire/lease or otherwise use the DSRDA facilities at Northline Speedway; assist in determining the viability of any proposal by the DSRDA to be the promoter for an event at Northline Speedway, where the expenditure for that event is estimated at $5,000 or more; and consider and direct action on items of expenditure in excess of $1,000 for other than recurring race meeting outlays. Any direction by the Board relating to such expenditure is to be forwarded to the Committee in writing. (3) The Speedway Management Board holds a right of veto relating to any hire, lease, activity, promotion or other proposal for use of the facilities at Northline Speedway. (While not a part of the SMB s formal role, because of specific expertise, business and/or political connections, they may also provide assistance or guidance to the Association in securing major sponsorship and funding assistance for special events [e.g. State/National Titles, etc.] as well as liaising with Government and other major agencies that have significant importance to the Association.) (4) The Speedway Management Board holds the right to intervene initially where the Management Committee is no longer able to carry out its responsibilities: Management of the Association then falls to the Speedway Management Board until the situation is resolved or guidance is sought from the Department of Business or its successor. Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 12

13 (5) If Clause 23(4) above is invoked, the Speedway Management Board is to call a Special General Meeting to re-establish a viable Management Committee, unless the Annual General Meeting is due, in which case the Speedway Management Board is to proceed with the Annual General Meeting; (6) If the situation has not been resolved by that Special General Meeting or Annual General Meeting, the Speedway Management Board is then to seek guidance from the Department of Business or its successor. (7) The Committee may exercise all the powers of the Association except those matters that the Act or this Constitution requires the Association to determine through the Speedway Management Board or a special general meeting of members; The Executive Committee may exercise all of the powers of the Committee between meetings of the Management Committee; The Executive Committee may deliberate on and provide notices of motion for the Management Committee to consider and vote on at Management Committee Meetings: and The Executive Committee may specifically consult with sponsors, vendors, tenders and other providers allowing details of such negotiations to remain in camera. (8) The Committee may appoint and remove staff, subject to the constraints of rule 23 (1) to (3) above. (9) The Committee may establish one or more sub-committees consisting of at least two members of the Association the Committee considers appropriate: The Committee may, for the purpose of providing professional advice, appoint one additional non-member to be part of a sub-committee. 24. Composition of the Speedway Management Board and Management Committee (1) The Speedway Management Board consists of three members approved by the Motorsports NT Board as peak Body for motor sport in the Northern Territory. (2) Period of Board Membership: One Board member position should be filled each year on a rotational basis and the member nominated should serve for a period of three years from the date at which they were appointed. Board members may be appointed for further terms. (3) The Management Committee consists of: President; a Vice-President; Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 13

14 (d) (e) (f) a Secretary; a Minute Secretary a Treasurer; an Assistant Treasurer (g) one representative from each competing race section and in any one year no more than 2 members may hold the representatives position: and (h) a Public Officer (note clause 24(4) below). (4) Unless elected directly as a separate office holder, the Committee must appoint one committee member to be the Association s Public Officer. 25. Delegation (1) The Committee may delegate to a sub-committee or staff any of its powers and functions other than: this power of delegation; or a duty imposed on the Committee by the Act or any other law. (2) The delegation must be in writing and may be subject to the conditions and limitations the Committee considers appropriate. (3) The Committee may, in writing, revoke wholly or in part the delegation. 26. Eligibility of committee members Division 2 Tenure of office (1) A committee member must be a member who is 18 years or over. (2) Committee members must be elected to the Committee at an annual general meeting or appointed under clause 33. (3) A Committee member is to familiarize himself with the Associations Act within three months of election/appointment and undertake formal training in relation to the Associations Act at the earliest opportunity. (4) A holder of any paid position appointed by the Committee or the Speedway Management Board shall not be entitled to hold a committee position. failure to do so, without written approval from the Public Officer, will indicate to the Committee that the member has resigned their position. 27. Nominations for appointment to the board or election to committee (1) Unless otherwise directed by the Minister for Sport and Recreation, nominations to the Minister for appointment to the Speedway Management Board will be put forward by the then current members of the Speedway Management Board. Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 14

15 (2) In the event of a casual vacancy in the Speedway Management Board, the process at 27. (1) above is to be followed by the remaining members of the Board. (3) A member is not eligible for election to the Committee unless the Secretary receives a written nomination for that member by another member not less than seven days before the date of the annual general meeting; (4) The nominations must be signed by: the nominator and a seconder; and the nominee to signify his or her willingness to stand for election. (5) A person who is eligible for election or re-election under this clause may: propose or second himself or herself for election or re-election; and vote for himself or herself. 28. Retirement of committee members (1) A committee member holds office until the next but one annual general meeting unless the member vacates the office under clause 26 (3), clause 31 or is removed under clause 32; (2) Subject to sub-clause (3), at an annual general meeting the office of approximately half of the committee positions become vacant and elections to fill these positions must be held; (3) The President of the outgoing Committee must preside at the annual general meeting until a new member is elected as President; (4) Members may serve consecutive terms on the Committee unless otherwise provided in the Constitution. 29. Election by default (1) If the number of persons nominated for election to the Committee under subclauses 27 (3), (4) and (5) does not exceed the number of vacancies to be filled, the President must declare the persons to be duly elected as members of the Committee at the annual general meeting. (2) If vacancies remain on the Committee after the declaration under sub-clause (1), additional nominations of committee members may be accepted from the floor of the annual general meeting. (3) If the nominations from the floor do not exceed the number of remaining vacancies, the President must declare those persons to be duly elected as members of the Committee. Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 15

16 (4) If the nominations from the floor are less than the number of remaining vacancies, the unfilled vacancies are taken to be casual vacancies and must be filled by the new Committee in accordance with clause Election by ballot (1) If the number of nominations exceeds the number of vacancies on the Committee, ballots for those positions must be conducted. (2) The ballot must be conducted in a manner determined from time to time by resolution at a general meeting. (3) The members chosen by ballot must be declared by the President to be duly elected as members of the Committee. 31. Vacating office (1) The office of a committee member becomes vacant if: the member: (i) is disqualified from being a committee member under section 30 or 40 of the Act; (ii) resigns by giving written notice to the Committee; (iii) dies or is rendered permanently incapable of performing the duties of office by mental health or physical ill-health; (iv) ceases to be a resident of the Territory; or (v) ceases to be a member of the Association; the member is absent from more than: (i) (ii) three consecutive committee meetings; or three committee meetings in the same financial year without tendering an apology to the President; of which meetings the member received notice and the Committee has resolved to declare the office vacant; or Fails to meet the requirements of clause 26 (3). 32. Removal of a committee member (1) The Association, through a special general meeting of members, may remove any committee member before the member s term of office ends. (2) If a vacancy arises through removal under sub-clause (1), an election must be held to fill the vacancy. 33. Filling casual vacancy on Committee Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 16

17 (1) If a vacancy remains on the Committee after the application of clause 29 (4) or if the office of a committee member becomes vacant under clause 26 (3) or clause 31: the Committee may appoint any member of the Association to fill the vacancy; and the member so appointed shall continue in office until the annual general meeting at which the position is next due for election. (2) However, if the office of public officer becomes vacant, a person must be appointed under section 27 (6) of the Act to fill the vacancy. Division 3 Duties of board and committee members 34. Collective responsibility of the Committee (1) As soon as practicable after being elected to the Committee, each committee member must become familiar with the Act and regulations made under the Act. (2) The Committee members are collectively responsible for ensuring the Association complies with the Act and regulations made under the Act. 35. President and Vice-President (1) Subject to sub-clauses (2) and (3), the President must preside at all general meetings and committee meetings. (2) If the President is absent from the meeting, the Vice President must preside at the meeting. (3) If the President and Vice-President are both absent, the presiding member for the meeting must be: a member elected by the other members present if it is a general meeting; or a committee member elected by the other committee members present if it is a committee meeting. (4) The President should attend Speedway Management Board meetings to: Act as liaison between the Board and the Committee; Discuss any Committee proposals for expenditure exceeding $1,000.00; and Provide assistance in determining the integrity of any promoter proposing to hire/lease or otherwise use the DSRDA facilities at Northline Speedway. (5) Vice President shall; On those occasions where the President is absent or unable to perform his/her duties, assume the role, including all affiliated duties; and Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 17

18 Assist the President and/or other members of the Committee as required. 36. Secretary and Minute Secretary The Secretary must: coordinate the correspondence of the Association; ensure minutes of all proceedings of general meetings and of committee meetings are kept in accordance with 36 (2) below and section 38 of the Act; in conjunction with the Treasurer: (i) (ii) issue all association membership and insurance cards for full members, junior members, family members, honorary members, officials, life members, guest passes and sponsor passes; collect any fees therefor and issue interim receipts for such fees; (iii) the Secretary shall forward all such fees to the Treasurer within six days of the receipt thereof. (d) (e) (f) maintain the register of members in accordance with section 34 of the Act; unless the members resolve otherwise at a special general meeting, have custody of all books, documents, records and registers of the Association, other than those required by clause 37 (5) to be in the custody of the Treasurer; and perform any other duties imposed by this Constitution on the Secretary. (2) The Minute Secretary shall: Record the Minutes of all meetings of the Association and of the Committee, follow up from the minutes where necessary and submit a copy of the minutes to the next ensuing meeting for confirmation; Attend all meetings of the Association; File and maintain the confirmed and signed copies of minutes of all committee, general, special general and annual general meetings. 37. Treasurer and Assistant Treasurer (1) The Treasurer must: receive all monies paid to or received by the Association and issue receipts for those moneys in the name of the Association; pay all monies received into the account of the Association within five working days after receipt; Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 18

19 (d) make any payments authorized by the Committee or by general meeting of the Association from the Association s funds. Where payments are in excess of $1, and are other than recurring race meeting outlays, approval from the Speedway Management Board relating to such expenditure must have been received in writing prior to payment being made; and ensure cheques are signed by him or her and at least one other committee member, or by any 2 other committee members authorized by the Committee. (2) The Treasurer must ensure the accounting records of the Association are kept in accordance with section 41 of the Act. (3) The Treasurer must coordinate the preparation of the Association s annual statement of accounts. (4) The Treasurer must make and present financial reports of the Association's financial position monthly and the income received and the payments made since the preceding financial report was presented by him/her to the committee or meeting of the Association. Such report must be in an approved format (refer to DSRDA Administration and Finance Manual). (5) The Treasurer is to control a Petty Cash advance of not more than two hundred dollars ($200.00) that shall be made as and when required. Reporting of Petty Cash purchases is to be made as per the approved reporting format (Refer to DSRDA Administration and Finance Manual). (6) The Treasurer has custody of all securities, books and documents of a financial nature and accounting records of the Association unless the members resolve otherwise at a special general meeting. (7) The Treasurer must perform any other duties imposed by this Constitution on the Treasurer. (8) The Assistant Treasurer shall: Carry out duties as set down by the President and Treasurer; Attend all meetings of the Association; On those occasions where the treasurer is absent or unable to perform his/her duties, assume the role, including all affiliated duties 38. Public officer (1) The public officer must ensure that documents are filed with the Commissioner of Consumer Affairs in accordance with sections 23, 28 and 45 of the Act. (2) The public officer must keep a current copy of the Constitution of the Association. Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 19

20 (3) The Public Officer must attend all meetings of the Association. (4) The Public Officer may hold another office on the Committee Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 20

21 PART 5 MEETINGS OF SPEEDWAY MANAGEMENT BOARD AND MANAGEMENT COMMITTEE 39. Frequency and calling of meetings (1) Speedway Management Board: The Speedway Management Board should meet as often as required to attend to the business of the Board. Any Board member may at any time convene a special meeting of the Board. (2) Management Committee: The Committee must meet together for the conduct of business not less than eight times in each financial year. The President, or at least half the committee members, may at any time convene a special meeting of the Committee. A special meeting may be convened to deal with an appeal under clause 22. (3) Executive Committee: The Executive Committee may meet together for the conduct of business between Management Committee Meetings. The President may at any time convene a meeting of the Executive Committee. 40. Voting and decision-making (1) Each committee member present at the meeting has a deliberative vote. (2) A question arising at a committee meeting must be decided by a majority vote. (3) If there is no majority, the person presiding at the meeting has a casting vote in addition to a deliberative vote. (4) A committee member may appoint in writing another committee member to be the proxy of the appointing committee member to attend and vote on behalf of the appointing committee member at any committee meeting, however, no committee member shall be entitled to hold the proxy of more than one other committee member. 41. Quorum (1) For a board meeting, two thirds of the board members being present constitutes a quorum. (2) For a committee meeting, more than 50% of the committee members being present constitute a quorum. Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 21

22 (3) For an Executive Committee Meeting, four members being present constitute a quorum. 42. Procedure and order of business (1) The procedure to be followed at a committee meeting must be determined from time to time by the Committee and recorded in a Manual of Administration and Finance. (2) The order of business may be determined by the members present at the meeting. (3) Only the business for which the meeting is convened may be considered at a special meeting. 43. Disclosure of interest (1) A committee member who has a direct or indirect pecuniary interest in a contract, or proposed contract, with the Association must disclose the nature and extent of the interest to the Committee in accordance with section 31 of the Act. (2) The Secretary must ensure the disclosure is recorded in the minutes of the meeting by the Minute Secretary. (3) The President must ensure a committee member who has a direct or indirect pecuniary interest in a contract, or proposed contract, complies with section 32 of the Act. 44. Convening general meetings PART 6 GENERAL MEETINGS Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 22

23 (1) The Association should hold its annual general meeting once in each calendar year, within 5 months after the end of the Association s last financial year as per the Associations Act Part 4 Division (2) The Committee: should convene no less than three ordinary general meetings in each financial year. may at any time convene a special general meeting; must, within thirty days after the Secretary receives a notice under clause 22 (1), convene a special general meeting to deal with the appeal to which the notice relates; and (d) must, within thirty days after it receives a request under clause 45 (1), convene a special general meeting for the purpose specified in that request. 45. Special general meetings (1) Half the number of members constituting a quorum for a general meeting may make a written request to the Committee for a special general meeting. (2) The request must: state the purpose of the special general meeting; and be signed by the members making the request. (3) If the Committee fails to convene a special general meeting within the time allowed; for clause 44 (2) : the appeal against the decision of the Committee is upheld; and for clause 44 (2) (d) : the members who made the request may convene a special general meeting as if they were the Committee. (4) If a special general meeting is convened under sub-clause 45 (3), the Association must meet any reasonable expenses of convening and holding the special general meeting. (5) The Secretary must give to all members not less than 21 days notice of a special general meeting. (6) The notice must specify: when and where the meeting is to be held; and the particulars of and the order in which business is to be transacted. 46. Annual General Meeting Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 23

24 (1) The Secretary must give to all members not less than 21 days notice of an annual general meeting that is to be held within 5 months of the association s last financial year. (2) The notice must specify: when and where the meeting is to be held; and the particulars of and the order in which business is to be transacted. (3) The order of business for each annual general meeting is as follows: Confirm the minutes of the last preceding annual general meeting and of any special general meetings held since that meeting; Receive from the: (i) Committee and servants of the Association, reports upon the actions of the association during the last preceding calendar year (eg: President s Report, Secretary s Report etc.) (ii) Auditor of the Association, a report upon the transactions of the Association during the last preceding financial year, in accordance with Part 5 of the Associations Act Accounts and Audit, in particular: (A) The audited statement of the Association s accounts: (B) A copy of the auditor s report: and (C) A report signed by two members of the Committee. Receive an update on the current membership of the Speedway Management Board. The Board should also provide a report if appropriate. (d) Consider special business (if any) that was advised with the notice of the annual general meeting; (e) Consider proposed amendments to the constitution for which notices of motion were advised with the notice of the annual general meeting: (f) Elect the Committee members to take office for the next two year period, as follows: (i) (ii) Odd year election (A) President; (B) Secretary; (C) Assistant Treasurer (D) Public Officer (note: the position of public officer is usually held by a long term incumbent, so replacement is not necessarily a regular occurrence, however, periodic review might be appropriate); Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 24

25 (E) Recognize race section delegates, as elected by their respective senior section, as the relevant appointees for 50% of the Senior Section Representatives to the Committee; and (F) Recognize an adult race section delegate, as elected by the respective junior section as the relevant appointee for 50% of junior Section Representatives to the Committee. (ii) Even year election: (A) Vice President; (B) Minute Secretary; (C) Treasurer (D) Recognize race section delegates, as elected by their respective senior section, as the relevant appointees for 50% of the Senior Section Representatives to the Committee; and (E) Recognize an adult race section delegate, as elected by the respective junior section as the relevant appointee for 50% of junior Section Representatives to the Committee, if there is a second junior section. (iii) Notes: Where there is an even number of senior race sections, the 50 plus % of sections should fill vacancies in the odd year and the 50 minus % should fill the vacancies in the even year. If more than two junior sections are, or become active, the same percentage rules as for the senior race sections will apply. The members elected at the Annual General Meeting in accordance with the above, shall take office for a period of two years, at the completion of the Annual General Meeting at which they were elected, however: (A) When an even year position needs to be filled in an odd year, or an odd year position in an even year, the member elected out of sequence shall fill the position for a one year period only. The member will be eligible to stand for re-election at the next Annual General Meeting for a (normal) two year rotation period. (g) Appoint the Association s auditor for the next following financial year. (4) The annual general meeting may transact special business of which notice is given in accordance with these rules. (5) No other business is to be transacted at the annual general meeting. 47. Special resolution (1) A special resolution may be moved at any general meeting of the Association. (2) The Secretary must give all members not less than 21 days notice of the meeting at which a special resolution is to be proposed. Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 25

26 (3) The notice must include the resolution to be proposed and the intention to propose the resolution as a special resolution. 48. Notice of meetings (1) The Secretary must give notice of a meeting under this part by: (d) serving it on a member personally; or placing a notice of meeting on the Association s web-site; or sending it to the member s address appearing in the register of members; or sending it by post to a member at the address of the member appearing in the register of members; or (e) placing a notice in the public notice section of a daily newspaper circulated in the Northern Territory. (2) If a notice is given by web-site, or post under sub-clauses (1), or (d), sending of the notice is taken to have been properly effected if: the notice of meeting is placed on the Association s web-site not less than 21 days prior to the general meeting; or the notice via to the member s address is not rejected; or the notice is addressed and posted to the member by ordinary prepaid mail. (3) Accidental omission to give notice under sub-clause (1) or (2) to any member shall not invalidate any resolution passed at any meeting of the Association. 49. Quorum at general meetings At a general, special general or annual general meeting the number or the proportion of members present in person that, including a quorum of the Management Committee, constitutes a quorum is twenty members eligible to vote or fifty percent of the total membership eligible to vote, whichever is the lesser. 50. Lack of a quorum (1) If within 30 minutes after the time specified in the notice for the holding of a general meeting a quorum is not present: for an annual general meeting, convened under clause 44 (1), the meeting stands adjourned to the same time on the same day in the following week and to the same place; however if, at the time appointed by sub-clause (1) for the resumption of an adjourned annual general meeting, a quorum is not present, the members who are present in person or by proxy may proceed with the business of that general meeting as if a quorum were present. for a general meeting or special general meeting convened under clause 44 (2) or 44 (2), the members who are present in person or by proxy Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 26

27 may proceed with the quorum were present; business of that general meeting as if a (d) (e) for a meeting convened under clause 44 (2), the members who are present in person or by proxy may proceed with hearing the appeal for which the meeting is convened; or for a meeting convened under clause 44 (2) (d), the meeting lapses. (3) The President may, with the consent of a general meeting at which a quorum is present, and must, if directed by the members of that meeting, adjourn that general meeting from time to time and place to place. (4) There must not be transacted at an adjourned general meeting any business other than business left unfinished or on the agenda at the time when the general meeting was adjourned. (5) If a general meeting is adjourned for a period of 30 days or more, the Secretary must give notice of the adjourned general meeting as if that general meeting were a fresh general meeting. 51. Voting (1) Subject to clauses 14 (2) and 18, each member present in person or by proxy at a general meeting is entitled to a deliberative vote. (2) At a general meeting: an ordinary resolution put to the vote is decided by a majority of votes made in person or by proxy; and a special resolution put to the vote is passed if three-quarters of the members who are present in person or by proxy vote in favour of the special resolution. (3) A poll may be demanded by the President or by 3 or more members present in person or by proxy. (4) If demanded, a poll must be taken immediately and in the manner the President directs. 52. Proxies (1) A member may appoint in writing another member to be the proxy of the appointing member to attend and vote on behalf of the appointing member at any general meeting, however, no member shall be entitled to hold the proxy of more than one other member. Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 27

28 PART 7 FINANCIAL MANAGEMENT 53. Financial year The financial year of the Association is the period of 12 months ending on 31 st October. 54. Funds and accounts (1) The Association must open an account with a financial institution from which all expenditure of the Association is made and into which all of the Association s revenue is deposited. (2) Subject to any restrictions imposed by the Association at a general meeting, the Committee may approve expenditure on behalf of the Association within the limits of the budget. However, items of expenditure of more than $1,000.00, that are not recurring race meeting outlays, are to be forwarded to the Speedway Management Board, in writing, for their consideration and direction, unless the expenditure relates to a previously approved Budget item. (3) All cheques, drafts, bills of exchange, promissory notes and other negotiable instruments must be signed by 2 committee members. (4) All funds of the Association must be deposited into the financial account of the Association no later than 5 working days after receipt or as soon as practicable after that day. (5) With the approval of the Committee, the Treasurer may maintain a cash float provided that all money paid from or paid into the float is accurately recorded at the time of the transaction. (6) The income and property of the Association, however derived, shall be applied solely towards the promotion of the objects and purposes of the Association and no portion thereof shall be paid or transferred, directly or indirectly, by dividend, bonus, or otherwise to any member of the Association. (Part 2 of the DSRDA Administration and Finance Manual sets out detailed procedures.) (7) The Association shall not: Appoint a person who is a voting member of the committee to any office to the holder of which there is payable any remuneration by way of salary, fees, or allowances; or Pay to any such person any remuneration or other benefit in money or money's worth (other than the repayment of out-of-pocket expenses). (8) Nothing in the foregoing provisions of this rule prevents the payment in good faith to a servant or member of the Association of: Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 28

29 Remuneration in return for services actually rendered to the Association by the servant or member or for goods supplied to the Association by the servant or member in the full course of business; Interest at current bank overdraft rate on money lent; or A reasonable and proper sum by way of rent for premises let to the Association by the servant or member. 55. Accounts and audits (1) The responsibility of the Committee under clause 34 (2) for ensuring compliance with the Act includes meeting requirements of Part 5 of the Act and regulations made for that Part relating to: the keeping of accounting records; the preparation and presentation of the Association s annual statement of accounts; and the auditing of the Association s accounts. (2) Once at least in each financial year of the Association, the accounts of the Association shall be examined by the auditor. (3) The auditor shall certify as to the correctness of the accounts of the Association and shall report thereon to the members present at the annual general meeting. (4) In his report, and in certifying to the accounts, the auditor shall state whether: He has obtained the information required by him; In his opinion, the accounts are properly drawn up so as to exhibit a true and correct view of the financial position of the Association according to the information at his disposal and the explanations given to him and as shown by the books of the Association; and The rules relating to the administration of the funds of the Association have been observed. (5) The public officer of the Association shall cause to be delivered to the auditor a list of all the accounts, books and records of the Association. (6) The auditor: Has a right of access to the accounts, books, records, vouchers and documents of the Association; Has the right to a copy of the minutes of each meeting held in the period under review; Darwin Speedway Riders & Drivers Association Incorporated AGM 18 th March 2015 Page 29