RULES OF THE TASMANIAN YACHTING ASSOCIATION INC.

Transcription

1 RULES OF THE TASMANIAN YACHTING ASSOCIATION INC. 1. Name of Association: The name of this incorporated body shall be the Tasmanian Yachting Association Inc (in these Rules called the Association ) 2. Interpretation: 1. In these Rules unless the contrary intention appears:- Member means a member club or member class association. Member Club means a Yacht Club, Sailing Club, Squadron or other aquatic body which is or may be admitted as a member of the Association. Member Class Association means a class association which is or may be admitted as a member of the Association. Member Protection Policy means the Yachting Australia Member Protection Policy as updated from time to time. Executive means the executive committee of the Association. Public Officer means the person appointed by the Executive to act as the Public Officer of the Association for the purposes of the Associations Incorporation Act. Financial year means the year ending on the 30 th June. IYRU Rules means the yacht racing rules of the International Yacht Racing Union including the prescriptions of the Australian Yachting Federation and Addenda thereto in the AYF Blue Book. 2. Words or expressions contained in these Rules shall be interpreted in accordance with the provisions of the Acts Interpretation Act 1931 and the Act as in force on the date on which these Rules are adopted by the Association. 3. Association s Office: The office of the Association shall be at the Royal Yacht Club of Tasmania, Marieville Esplanade, Sandy Bay, Tasmania or such other place as the Executive may from time to time determine. 4. Objects and Purposes of the Association: 1. The basic objects of the Association include: (a) The development assistance and encouragement of the sport of Yachting 1

2 in all its forms. (c) (d) The co-ordination of the interests and activities of its members in the management of world, National, State championship races, interstate races, club harbour races, regattas and long distance races and in all matters affecting its members generally. The administration of the IYRU Rules as the appropriate Yachting Authority for the State of Tasmania. The doing of anything which, in the opinion of the Association, is incidental to or not inconsistent with the forgoing. 2. In addition to the basic objects of the Association the objects and purposes of the Association shall include: (a) The taking over of funds and other assets and liabilities of the present unincorporated association known as the Tasmanian Yachting Association. (c) (d) (e) (f) (g) (h) (i) the purchase, taking on lease or in exchange, and the hiring or otherwise acquiring of any real or personal property that may be deemed necessary or convenient for any of the objects or purposes of the Association; the buying, selling, and supplying of, and dealing in, goods of all kinds; the construction, maintenance, and alteration of buildings or works necessary or convenient for any of the objects or purposes of the Association; the accepting of any gift, whether subject to a special trust or not, for any one or more of the objects or purposes of the Association; the taking of such steps from time to time as the Executive or the members in general meeting may deem expedient for the purpose of procuring contributions to the funds of the Association, whether by way of donations, subscriptions, or otherwise; the printing and publishing of such newspapers, periodicals, books, leaflets or other documents as the executive or members in general meeting may think desirable for the promotion of the objects and purposes of the Association. The borrowing and raising of money in such manner and on such terms as the Executive may think fit or as may be approved or directed by resolution passed at a general meeting; subject to the provisions of the Trustee Act 1898, the investment of any moneys of the Association not immediately required for any of its objects or purposes in such manner as the Executive may from time to time determine; 2

3 (j) (k) (l) (m) (n) the making of gifts, subscriptions, or donations to any of the funds, authorities or institutions to which Section 78(1) of the Income Tax Assessment Act 1936 relates. The establishment and support, or aiding in the establishment and support, on associations, institutions, funds, trusts, schemes and conveniences calculated to benefit servants or past servants of the Association and their dependants, and the granting of pensions, allowances, or other benefits to servants or past servants of the Association and their dependants, and the making of payments towards insurance in relation to any of those purposes; The establishment and support, or aiding in the establishment or support, of any other association formed for any of the basic objects of the Association; The purchase or acquisition, and undertaking, of all or any part of the property, assets, liabilities, and engagements of any association with which the Association may at any time become amalgamated in accordance with the provisions of the Act and the rules of the Association; and The doing of all such other lawful things as are incidental or conductive to the attainment of the basic objects of the Association or of any of the objects and purposes specified in the forgoing provisions of this sub-rule. 5. Membership: The members of the Association are set forth in the schedules annexed hereto. It shall be competent for a Yacht Club, Sailing Club or Class Association (the Rules, Sailing Regulations and Member Protection Policy of which are approved by the Association) to apply for admission to the Association. 6. Admission of Members: Any Club or Class Association desiring to be admitted to membership of the Association, shall through its Secretary submit a written application together with its rules, sailing regulations, Member Protection Policy and a certificate of the number of registered Members, (census), signed by its Secretary and its senior officer that such information is correct. The application shall be referred to the Executive which shall, after consideration, report to the Association on the desirability or otherwise of granting their application and recommend its acceptance or rejection. As soon as practicable after receipt of the report, the Association shall determine the application having regard to such evidence as may be submitted with respect to the status, history and yachting facilities of the applicant. No decision on such application contrary to the recommendation of the Executive shall be made unless approved by a majority of two-thirds of the votes cast in accordance with Rule 21 hereof. 3

4 7. Delegates: Each Member shall be entitled to appoint two delegates to represent it on the Association. Emergency delegates may take the place of delegates to the Association at any meeting provided the Secretary of the Association is notified of any such alteration prior to the time set down for the meeting. The names and addresses of such delegates or emergency delegates and their order of precedence shall forthwith on appointment be notified to the Association in writing. 8. Income and Property of Association: 1. 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. 2. The Association shall not: (a) appoint a person who is a member of the Executive to hold any office in the gift of the Association 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). 3. Nothing in the foregoing provisions of this rule prevents the payment in good faith to a servant, delegate or member of the Association of - (a) (c) remuneration in return for services actually rendered to the Association by the servant, delegate or member or for goods supplied to the Association by the servant, delegate or member in the ordinary course of business; The payment of a honorarium to the Secretary and Treasurer; a reasonable and proper sum by way of rent for premises let to the Association by the servant, delegate or member. 9. Accounts for receipts, expenditure etc: True accounts shall be kept 1. (a) of all sums of money received and expended by the Association and the matter in respect of which the receipt or expenditure takes place, and of the property, credits and liabilities of the Association, and subject to any reasonable restrictions as to time and manner of inspecting them that may be imposed by the Association for the time being, those accounts shall be open to the inspection of delegates and members of the Association. 4

5 2. The Treasurer of the Association shall faithfully keep all general records, accounting books, and records of receipts and expenditure connected with the Association in such form and manner as the Executive may direct. 3. The accounts, books, and records referred to in sub-rules (1) and (2) of this rule shall be kept at the Association s office or at such other place as the Executive may decide. 10. Banking and Finance: 1. The Treasurer of the Association shall, on behalf of the Association, receive all moneys paid to the Association and forthwith after the receipt thereof issue official receipts therefor. 2. The Executive shall cause to be opened with such bank as the Executive selects a banking account in the name of the Association into which all moneys received shall be paid by the Treasurer as soon as possible after receipt thereof. 3. The Executive may receive from the Association s bank or bankers for the time being the cheques drawn by the Association on any of its accounts with the bank or bankers and may release and indemnify the bank or bankers from and against all claims, actions, suits, or demands that may be brought against the bank or bankers arising directly or indirectly out of those cheques or the surrender thereof to the Association. 4. Except with the authority of the Executive, no payment of a sum exceeding ten dollars shall be made from the funds of the Association otherwise than by cheque drawn on the Association s bank account, but the Executive may provide the Treasurer with a sum to meet urgent expenditure, subject to the observance of such conditions in relation to the use and expenditure thereof as the Executive may impose. 5. No cheques shall be drawn on the Association s bank account except for the payment of expenditure that has been authorised by the Executive. 6. All cheques, drafts, bills of exchange, promissory notes, and other negotiable instruments shall be signed by the Treasurer or, in his absence, by such other member or members of the Executive as the Executive may nominate for that purpose, and shall be countersigned by the public officer. 11. Auditor: 1. At the annual general meeting of the Association, the delegates present shall appoint a person as the auditor of the Association. 2. A person so appointed shall hold office until the annual general meeting next after that at which he is appointed, and is eligible for re-appointment. 5

6 3. The first auditor of the Association may be appointed by the Executive before the first annual general meeting, and, if so appointed, shall hold office until the first annual general meeting, unless previously removed by a resolution of the members at a general meeting, in which case the delegates at that meeting may appoint an auditor to act until the first annual general meeting. 4. If an appointment is not made at an annual general meeting the Executive shall appoint an auditor of the Association for the current financial year of the Association. 5. Except as provided in Sub-Rule (3) of this rule, the auditor may only be removed from office by special resolution. 6. If a casual vacancy occurs in the office of auditor during the course of a financial year of the Association, the Executive may appoint a person as the auditor and the person so appointed shall hold office until the next succeeding annual general meeting. 12. Audit of Accounts: 1. Once at least in each financial year of the Association, the accounts of the Association shall be examined by the auditor. 2. The auditor shall certify as to the correctness of the accounts of the Association and shall report thereon to the delegates present at the annual general meeting. 3. In this report, and in certifying to the accounts, the auditor shall state; (a) whether he has obtained the information required by him; whether, 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 (c) whether the rules relating to the administration of the funds of the Association have been observed. 4. 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

7 5. The auditor (a) (c) (d) has a right of access to the accounts, books, records, vouchers, and documents of the association; may from the servants of the Association such information and explanations as may be necessary for the performance of his duties as auditor; may employ persons to assist him in investigating the accounts of the Association; and may, in relation to the accounts of the Association, examine any member of the Executive or any servant of the Association. 13. Subscriptions: As approved at a Special General Meeting on 19 th March, 2009 and amended 13.1 at a Special General Meeting on the 15 th August The present Clause 13 of the Constitution be deleted and replaced by the following changes:- 13. Subscriptions: Calculations and amounts payable 1. Each Member Club shall pay an annual affiliation fee of $25.00 and in addition an annual subscription fee calculated, at the election of each Member Club exercisable on one occasion, without the written consent of the Association, in one of the following ways:- Either (a) (i) A fee of $39.00 for every Club Member 18 years or over who participates in the sport of sailing (whether as a competitor or otherwise), or cruising, or recreational boating (power or sail); and (ii) (iii) $19.00 for every youth member under the age of 18 years of age or a full time student under the age of 25 as at the 1 st July in each year who participates in the sport of sailing; and The same fee prescribed by (i) or (ii) for every other ordinary voting member of the Club entitled to vote: Or (i) A fee in accordance with bands determined from time to time by the Association in accordance with the following criteria; 7

8 total Member Club members facilities provided by the Member Club categories of members in each Member Club number of members in each category total Member Club income; and any other criteria the Association considers relevant. (ii) If a Member Club wishes to:- Change its Member Club band; or Challenge the Member Club band in which another Member Club has been allocated; The Member Club may lodge a written submission with the Association. (c) (d) Not withstanding the provisions of this Sub-Rule, Member Class Associations shall not be required to pay an annual subscription if its rules provide as a pre-requisite to membership, that its members must belong to a Member Club of the Association. The Executive may determine for the forthcoming year, the amount of the subscriptions as provided for in Sub-Rules 13 1 (a) and 13 1 provided that the amount so determined shall not exceed the rates for the current year by more than 10%. An increase exceeding 10% may only be made at a special general meeting called for that purpose. 2. Amounts not included in the annual Subscription; The Annual Subscription does not include either GST or any other government fees or charges. These will be added to the Annual Subscription payable by each Member Club. 3. Payment of Annual Subscription; The Annual Subscription will relate to the year commencing on 1 st July and concluding the following 30 th June. The Annual Subscription and any other amounts payable by a Member Club must be paid in three instalments as follows:- in each financial year. (a) 50% by 30 th September; and 25% by 30 th November; and (c) 25% by 28 th February Interest of 10% per annum for the period outstanding may be incurred for late payment. 8

9 4. Failure to Pay; Refer to Constitution Clause 25 Removal of Member from Association. 5. New Members; A new Member Club joining the Association for the first time will receive a 50% reduction in the Annual Subscription if the Member Club joins after the 31at December in a financial year. 6. Resigning Member Club; A resigning Member Club will not receive any refund. 7. Exemptions, deferrals and other terms; The Executive, as it considers appropriate, may grant a whole or partial exemption from payment or a deferral of payment or other terms of payment of the Annual Subscription and other costs, levies, fees, or charges payable by a Member Club based on hardship. Bob Silberberg Executive Officer Yachting Tasmania 14. Secretary and Treasurer; The Association shall have a Secretary and a Treasurer, and also may appoint an Assistant Secretary. These appointments shall be made by the delegates present at the Annual General Meeting of the Association and the appointee s shall continue to hold office until the next Annual General Meeting. The retiring Secretary or Treasurer or Assistant Secretary shall be eligible for re-appointment. In the event of the Secretary or Treasurer tendering his resignation before his term of office shall have expired his position shall be filled for the remainder of his term by the Executive. 15. Officers; The President shall be elected at the Annual Meeting from the duly appointed delegates and shall continue in the office until the next Annual General Meeting or until he shall resign. The President of the Association when elected to office shall cease to be a delegate whereupon the member which he represents may appoint a further delegate in his place. The President while holding office shall have a casting vote only. Two Vice-Presidents, one from the South and one from the North of the State shall be elected at the Annual Meeting from the duly appointed delegates and shall continue in office until the next Annual General Meeting, or until they resign or cease to be delegates. Any alteration to the of President, or Vice-President shall require a two-thirds majority of votes in accordance with Rule 20. Ordinary 9

10 vacancies in any office may be filled by the Executive at its discretion. (a) Immediate Past President; If at the Annual General Meeting the outgoing President is not re-elected to that position he may be appointed by the delegates at that meeting to the position of Immediate Past President (IPP) and shall thereupon be an ex-officio member of the Executive for the ensuing year. At a succeeding Annual General Meeting any such person may be appointed as Immediate Past President for a further year if there is no other person eligible to hold that position. The IPP may attend any General Meeting but he shall not have a vote unless he is a delegate representing a Club or Class Association. 16. Management; The affairs of the Association shall be managed by an Executive consisting of President, Vice-Presidents, Assistant Secretary, Treasurer and a minimum of three delegates up to a maximum of five elected delegates who shall be responsible respectively for representing the Southern, Northern and North-Western membership. The President may invite any specialist of the Chairman of sub-committees to attend and participate at Executive meetings. The Executive shall deal with all such administrative matters as do warrant the calling of a general meeting, and with all such matters as may be delegated to it by the Association. The Association may from time to time employ such officers honorary or otherwise, as it considers necessary to carry out its functions, objects and duties. (Updated August 2014) 17. The Persons holding office or members of the Executive (including the IPP) of the unincorporated Association shall hold office in the Association until the first Annual General Meeting after incorporation. 18. Annual General Meeting; 1. The Association shall, in each year in the months of July or August in each year, hold an Annual General Meeting. 2. The annual General Meeting shall be in addition to any other general meetings that may be held in the same year. 3. The annual General Meeting shall be specified as such in the notice convening it. Such notice to be given in writing at least 30 days prior to the date of the meeting to each of the members. 4. The ordinary business of the Annual General Meeting shall be: (a) to confirm the minutes of the last preceding Annual General Meeting. to receive from the Executive, auditor and servants of the Association reports 10

11 upon the transactions of the Association during the last preceding year (c) to elect the officers of the Association and the ordinary Executive members (d) to appoint the auditor and determine his remuneration; and (e) to determine the remuneration of servants of the Association and any honorarium. (e) to transact any other business which has been properly brought forward to the meeting. 19. General Meetings; (a) General meetings may be held at such times and in such places as the Executive may determine, and shall be convened in the same manner as in Rule 18 (3), except in the case where an urgent General Meeting is desired, when the time for such meetings may be determined without the required notice providing all Members, are in agreement. That 10% of the Members may by a requisition in writing signed by them or on their behalf, call upon the Association to call a special general meeting, such requisition specifying the nature of the business to be transacted at such a meeting. Upon receipt of the requisition the Association shall convene the special general meeting requisitioned for, by giving at least 30 days notice in writing to each of the Members and specifying the nature of the business to be transacted thereat. 20. Quorum and Procedure at Meetings; Except as provided in Rule 26 at all general meetings of the Association seven delegates shall form a quorum, and at any meeting of the Executive or of a Special Committee or Sub-Committee, one half of the members thereof shall form a quorum. At all meetings of the Association, the Executive or any Sub-Committee, the Chairman of the meeting shall in the case of an equality of votes have a casting vote in addition to his own vote. At any such meeting, unless provided, the President shall be Chairman, and in the event of the President not being present a Vice-President shall be Chairman and in the event of being no Vice-President present, the members present shall appoint a Chairman. 21. Voting; 21. Voting; As approved at a Special Meeting on 19 th March, The present Clause 21 of the Constitution be deleted and replaced by the following change; At any meeting a resolution put to the vote shall be decided by a show of hands, unless a poll is (before or on the declaration of the result of the show of hands) 11

12 demanded in writing by at least three of the delegates present representing a separate Member Club. On a show of hands every delegate present shall have one vote. On a poll each Member Club represented at the meeting by one or more delegates shall be entitled to the number of votes for or against the motion equivalent to the financial contribution in dollars of each Member Club as per Rule 13 (a) or 13. Bob Silberberg Executive Officer Yachting Tasmania 22. Sailing Regulations; The Sailing Regulations of the Association shall be the IYRU Rules subject to such alterations or modifications as the Association shall from time to time consider necessary to meet local conditions. Any such alterations or modifications made in accordance with these Rules shall be notified to all Members. 23. Interstate Representation; No yacht shall be eligible to represent the State of Tasmania in a yachting contest recognised by the Australian Yachting Federation unless all the members of the crew of such a yacht are members of a Club affiliated with the Tasmanian Yachting Association except with the written approval of the Executive. 24. Recognised Yacht Clubs; The association may keep a Register of Yacht Clubs and Associations which it recognises from time to time. 25. Removal of a Member from Association; The Association shall have power at a special General Meeting called for the purpose to suspend or remove from the Association any Member which has in the opinion of the Association failed to maintain the conditions precedent to membership and other requirements of Rule 6, or which shall not have paid its Annual Subscription for the current financial year of the Association, or which shall in the opinion of the Association have otherwise failed to uphold the Rules and Sailing Regulations of the Association. In addition to the notice of the Special General Meeting required by Rule 19 thirty days notice of the Special Meeting under this Rule shall be given to the member whose membership is to be considered, setting out the grounds upon which it is alleged that such member should be removed. The resolution of removal shall be carried by a two-thirds majority of the vote recorded in accordance with Rule 21. Removal shall not prevent the Association from suing for and recovering from a member the amount of the annual subscription then outstanding in a court of competent jurisdiction. 12

13 26. Alteration of Rules; Any member of the Association desirous of proposing any addition to or alteration of these Rules shall give notice thereof in writing to the Secretary of the Association who shall convene a meeting for the purpose of considering the matter by giving 30 days notice thereof to each of the members, informing them of the proposed business. No such alteration or addition shall be made unless the resolution proposing the same has been carried by a three quarters majority of the members present and voting by one delegate. 27. Sub-Committees and By-Laws; (a) The Executive may from time to time, appoint or terminate such Sub- Committees as it shall deem requisite, and may from time to time prescribe the powers and functions of any such Sub-Committee. The Executive and any Sub-Committee authorised by it so to may make by-laws not inconsistent with these Rules in respect of any matter not herein provided for and may alter, amend or rescind the same as occasions may require. A Racing Rules Committee appointed by the Executive shall have the carriage of all appeals under the IYRU Rules and shall exercise powers of the Association in respect thereof and decisions of the Racing Rules Committee thereon shall be the decision of the Association as the appropriate Yachting Authority. 28. Notices; A notice may be served by or on behalf of the Association upon any member by sending it through the post to it by pre-paid letter. 29. Seal of the Association; 1. The seal of the association shall be in the form of a rubber stamp, inscribed with the name of the Association encircling the word Seal. 2. The Seal of the Association shall not be affixed to any instrument except by the authority of the Executive, and the affixing thereof shall be attested by the signatures either of two members of the Executive or of one member of the Executive and of the public officer of the Association or such other person as the committee may appoint for that purpose, and that attestation is sufficient for all purposes that the seal was affixed by authority of the Executive. 3. The seal shall remain in the custody of the public officer. 30. Winding up of Association; 1. In the event of the winding up of the Association all funds and assets of the 13

14 Association shall be distributed among financial members on a pro-rata basis according to their annual subscriptions subject to the provisions of Section 32 and 33 of the Associations Incorporation Act In such event, every member is liable to contribute to the assets of the Association for the debts and liabilities of the Association and for the costs, charges and expenses of the winding up and for the adjustment for the rights of the contributors amongst themselves, such sum not exceeding the amount of its subscription for the current financial year. 31. Interpretation of Rules; In the event of any doubt or difficulty arising as to the meaning of any Rule, by-laws or regulation, other than the sailing regulations, the Executive shall have the power to pronounce a decision upon it which decision shall be final and binding on all members and their delegates. 32. Flag The association Flag may be flown at events or functions conducted by or in conjunction with the Association. Adopted at a Special General Meeting held at Launceston on the 19 th October President signed Olaf Hedburg Public Officer signed Phil R Brassington 20/10/89 Retyped by Bob Silberberg, Executive Officer, Yachting Tasmania. 25/3/09 Updated with amendments by Greg Rowlings, Executive Officer, Yachting Tasmania, 16/8/