Document 7.4 Attachment 1 COUNCIL Constitution of UNIVERSITY OF THE SUNSHINE COAST STUDENT GUILD ABN

Transcription

1 Constitution of UNIVERSITY OF THE SUNSHINE COAST STUDENT GUILD ABN Last amended: 17 February 2014

2 Approval history: Date: 17 June 2003 Approved by University Council resolution 17 February 2014 Amendment approved by University Council resolution

3 Contents PART 1 - PRELIMINARY NAME APPLICATION DEFINITIONS AND INTERPRETATION EFFECT OF THE CONSTITUTION OBJECTS PROMOTION OF OBJECTS / NOT FOR PROFIT DEDUCTABLE GIFT RECIPIENT WINDING UP OR DISSOLUTION PART 2 - MEMBERSHIP MEMBERSHIP GENERALLY NOMINATION FOR MEMBERSHIP USE OF TECHNOLOGY FOR NOMINATION FOR MEMBERSHIP FEES AND CHARGES MEMBERSHIP CATEGORIES HONORARY MEMBERSHIP CESSATION OF MEMBERSHIP MEMBERS LIABILITIES CONTINUING RIGHTS, LIABILITIES ETC MEMBERSHIP ENTITLEMENTS NOT TRANSFERABLE RESIGNATION OF MEMBERSHIP REGISTER OF MEMBERS RESOLUTION OF DISPUTES DISCIPLINING OF MEMBERS RIGHT OF APPEAL OF DISCIPLINED MEMBER PART 3 - THE COMMITTEE POWERS OF THE COMMITTEE... 17

4 24. FUNDS-MANAGEMENT BYLAWS, CODE OF CONDUCT ETC COMPOSITION AND MEMBERSHIP OF COMMITTEE ELECTION OF COMMITTEE MEMBERS PRESIDENT SECRETARY TREASURER CASUAL VACANCIES REMOVAL OF COMMITTEE MEMBERS COMMITTEE MEETINGS AND QUORUM DELEGATION BY COMMITTEE TO SUB-COMMITTEE VOTING AND DECISIONS CIRCULATING RESOLUTIONS OF THE STUDENT GUILD EXECUTION OF DOCUMENTS PROCEEDINGS OF THE COMMITTEE PART 4 - GENERAL MEETINGS GENERAL MEETINGS ANNUAL GENERAL MEETINGS - HOLDING OF ANNUAL GENERAL MEETINGS - CALLING OF AND BUSINESS AT SPECIAL GENERAL MEETINGS - CALLING OF NOTICE QUORUM FOR GENERAL MEETINGS PRESIDING MEMBER ADJOURNMENT MAKING OF DECISIONS SPECIAL RESOLUTIONS VOTING PROXY VOTES NOT PERMITTED APPOINTMENT OF PROXY... 30

5 52. POSTAL BALLOTS PART 5 - MISCELLANEOUS INSURANCE INDEMNITY FUNDS-SOURCE CHANGE OF NAME, OBJECTS AND CONSTITUTION CUSTODY OF BOOKS ETC INSPECTION OF BOOKS SERVICE OF NOTICES FINANCIAL YEAR EMPLOYEES OF THE GUILD DISSOLUTION OF GUILD ELECTIONS AND RETURNING OFFICER COMMON SEAL STANDING ORDERS INTERPRETATION APPENDIX 1 APPLICATION FOR MEMBERSHIP OF STUDENT GUILD FORM A POSTAL BALLOT PAPER... 36

6 PART 1 - PRELIMINARY 1. NAME The name of this student organisation is the "University of the Sunshine Coast Student Guild". 2. APPLICATION 2.1. This constitution applies to the body corporate established by the University of the Sunshine Coast Act 1998 as the University of the Sunshine Coast Student Guild This Constitution and any amendments thereto shall take effect on the date of approval by the Council of the University of the Sunshine Coast or such later date as may be specified in that approval This Constitution is subject to the provisions of the Act and the subordinate legislation made pursuant to that Act Where any provisions of this Constitution conflicts with or is inconsistent with any provisions of the Act, that provision will be read and interpreted as being subject to the provisions of the Act and will be ineffective, but only to the extent of any conflict or inconsistency Where any provisions of this Constitution require clarification or reference to other legislation that reference is to the Associations Incorporation Act 1981 (Qld) and the Associations Incorporation Regulation 1993 (Qld). For example in respect to postal ballot requirements refer to the Associations Incorporation Regulation 1993 (Qld). 3. DEFINITIONS AND INTERPRETATION In this Constitution, unless a contrary intention appears: "Academic Year" means the length of time in each calendar year during which the University conducts formal tuition, revision and examination periods as determined by the University Council. "Act" means the University of the Sunshine Coast Act 1998 and includes all statutes and subordinate legislation amending, consolidating or replacing the Act. annual subscription means the membership fee in each financial year "Council" means the Council of the University. "Deputy Vice Chancellor" or "(DVC)" means the Deputy Vice Chancellor of the University. Committee member means a member of the Committee of Management and also means an officebearer.

7 entrance fee means the membership fee that a new member/nominee may pay at any time in the financial year; for clarity a new member nominee pays one of the entrance fee or the annual subscription in one financial year. "Financial Year" means the period January 1 to December 31. "Members" means those persons who are members of the Student Guild pursuant to this Constitution. "Membership Fee" is the sum, as prescribed in accordance with this Constitution, that is payable by eligible persons, to obtain and retain membership of the Student Guild. notice address means the last address for a person as recorded in the register of the Student Guild and may include an address. office-bearer has the meaning defined in Rule 29. Register means the register of members of the Student Guild. Secretary means: (a) the person holding office under this constitution as secretary of the Student Guild, or (b) if no such person holds that office - the employee of the Student Guild who has the responsibilities as identified in rule 32. special general meeting means a general meeting of the Student Guild other than an annual general meeting. special resolution means a resolution of which notice has been given and that has been passed by at least 75% of the votes cast by members entitled to vote on the resolution. "Student" means a person enrolled as a candidate in a course leading to an accredited award of the University or enrolled in units which lead to an accredited award of the University. "Student Guild means: (a) the University of the Sunshine Coast Student Guild, and (b) the body corporate with perpetual succession established by the Act, and (c) the student organisation whose members have adopted this constitution. "Student Guild Employee" means a person who is engaged in paid employment by the Student Guild on either a full-time or part-time basis in a permanent or temporary capacity or as a casual employee. Subordinate regulations means any code of conduct, rules, bylaws, regulations or standards issued from time to time by the Committee of the Student Guild under rule 24 and subordinate regulation means any one of them. "University means the University of the Sunshine Coast as defined in the Act. "University Employee" means a person employed by the University.

8 "Vice-Chancellor" means the Vice-Chancellor of the University. 4. EFFECT OF THE CONSTITUTION 4.1. This Constitution will have effect as a contract: between the Student Guild and each member; between the Student Guild and each committee member; and between a member and each member, under which each member agrees to observe and perform the Rules so far as they apply to that member. 5. OBJECTS 5.1. In the context of making its own distinctive contribution to the ongoing development of the University, the roles, objectives, aims and functions of the Student Guild are to: act in the common interest of its members and conduct its affairs for the benefit of its members; represent the collective interests of all students and the interests of specific groups of students by providing student services and amenities of a non-academic nature.; monitor, protect, encourage and promote the welfare, culture, education and well-being of its members; provide a means of representation and communication for it s members within the University, other student organisations, and the wider community; provide an information resource and referral assistance for its members and stimulate and encourage awareness and discussion of issues affecting all students and particular groups of students; nominate student members, as required, to serve on any Committees or Committees of the University or the outside community which have provision for such membership; provide, conduct and/or manage educational, cultural, sporting, welfare, recreational, social and /or commercial facilities at the discretion of the Committee; join with the University or other body in providing such educational, cultural, sporting, recreational, social, commercial and welfare amenities and /or services to students at the discretion of the committee; promote and assist with the improvement or reform of any aspect of education within the Commonwealth of Australia or the State of Queensland; examine, recommend and negotiate improvements on matters concerning students, play an active part in the decision-making process of the University by seeking and maintaining adequate student representation on the University Council and its Committees;

9 promote the implementation, observation and maintenance of sound environmental practices among University students, Student Guild members, Student Guild employees and University employees; be independent of religious or political organisations or any affiliations to such organisations; undertake any activities deemed necessary to carry out any of the objectives of the Student Guild; and 5.2. do all and things as may be deemed reasonably necessary or incidental to the achievement of similar objects. 6. PROMOTION OF OBJECTS / NOT FOR PROFIT 6.1. Benefit of the Student Guild The income and property of the Student Guild must be applied solely for the benefit and promotion of the Student Guild s objects and no part of the income or property will be: paid or transferred directly or indirectly by way of dividends, bonus or otherwise to the members; or paid to the committee members as fees or other remuneration or other benefit in money or money s worth Exception Nothing in this Rule 6.1 precludes: payment in good faith of reasonable and proper remuneration to any committee member, officer or servant of the Student Guild or to any member in return for any services rendered to the Student Guild; in the case of any committee member who is engaged by the Student Guild as a consultant or servant, any reasonable and proper remuneration for services provide to the Student Guild; and the repayment of reasonable out-of-pocket expenses, properly incurred by any committee member Committee members prior approval Any payment authorised under Rule 6.2 may be made only with the prior written approval of the committee members. 7. DEDUCTABLE GIFT RECIPIENT 7.1. If the endorsement of the Student Guild as a deductible gift recipient is revoked or the Student Guild s gift fund is dissolved, the following shall be transferred to another registered charity to which tax-deductible gifts can be made any surplus: gifts of money or property for the principle purpose of the Student Guild;

10 contributions made in relation to an eligible fundraising event held for the principal purpose of the Student Guild; and 7.2. money received by the Student Guild because of such gifts and contributions. 8. WINDING UP OR DISSOLUTION 8.1. In the event of the Student Guild being wound up or dissolved any surplus assets remaining after payment of the Student Guild s liabilities shall be transferred to another registered charity The institution or institutions which are to receive the surplus assets of the Student Guild shall have objectives similar to the aims and functions of the Student Guild and shall be registered under the Charitable Funds Act 1958 (Qld) or be exempted from registration by or under the Charitable Funds Act PART 2 - MEMBERSHIP 9. MEMBERSHIP GENERALLY 9.1. A person is eligible to be an ordinary member of the Student Guild if: the person is a student of the University, the person is a natural person, and the person is eligible for membership under the Student Guild s constitution, that is nominated and approved for membership of the Student Guild in accordance with rule A person is eligible to be a member of the Student Guild of one of the other membership categories defined in rule 13 if: the person is a natural person, or a registered entity, and the person is eligible for membership under the Student Guild s constitution, that is nominated and approved for membership of the Student Guild in accordance with rule NOMINATION FOR MEMBERSHIP A nomination of a person or other entity for membership of any category of the Student Guild: must be made by a member of the Student Guild in writing in the form set out in Appendix 1 to this constitution or such other form determined by the Committee, and must be accompanied by the sum payable under this constitution by a member as entrance fee and annual subscription, and must be lodged with the secretary of the Student Guild As soon as practicable after receiving a nomination for membership, the secretary must refer the nomination to the committee which is to determine whether to approve or to reject the nomination As soon as practicable after the committee makes that determination, the secretary must:

11 notify the nominee, in writing, that the committee approved or rejected the nomination (whichever is applicable), and if the committee does not approve the nomination, return to the nominee the payment (within the period of 28 days after the committee s determination the sum payable under this constitution by a member as entrance fee and annual subscription The secretary must on the committee s determination approving the nomination and on receipt of payment by the nominee of the amounts referred to in rule within the period of 28 days, enter or cause to be entered the nominee s name in the register of members and, on the name being so entered, the nominee becomes a member of the Student Guild. 11. USE OF TECHNOLOGY FOR NOMINATION FOR MEMBERSHIP Any nomination for membership of the Student Guild in writing in the form set out in Appendix 1 to this constitution or such form determined by the Committee may be delivered or transmitted to the Student Guild in manners consistent with rule 64 (service of notices): by delivering it to the Student Guild personally, or by sending it by pre-paid post to the address of the Student Guild, or by sending it by to the Student Guild s University address, or by sending it by facsimile transmission or some other form of electronic transmission to an address specified by the Student Guild for giving or serving the notice An received by the Student Guild from a nominee s University address is taken to be signed by the person named as the sender. 12. FEES AND CHARGES Membership fees for Ordinary Members Ordinary members shall pay a Membership Fee to the Student Guild in such sum or sums as set by the Committee and approved by the University Council; The Committee shall forward its recommendation on Membership Fees for the next financial year to Council for consideration by the third Tuesday in March; In the event that the University Council does not approve the recommended membership fee then the existing fee shall continue to apply; Membership Fees for other categories of membership The Committee shall set membership fees for other categories of membership by resolution and as provided for in the By Laws General The Committee shall set levies, fines, charges and fees for any services or item provided by the Student Guild.

12 12.4. Waive or refund of fees The Committee may waive or refund in part or in full, less any administrative charge, under circumstances as outlined in the By Laws, the Membership Fee payable by an ordinary member of the Student Guild. 13. MEMBERSHIP CATEGORIES Ordinary member (member) Any person who is a financial member of the Student Guild is entitled to hold any office and enjoy the privileges of the Student Guild Associate member Any person who is a financial member of the Student Guild but who is not a student shall not be eligible to vote and not eligible to hold any office but may otherwise enjoy the privileges of the Student Guild Life member The following persons shall be eligible for life membership upon application or nomination and by resolution of the Committee for recognition of special services rendered to the Student Guild: Student Members of the University Council; Guild Members who have made a significant contribution to the Student Guild or the University; Life Members shall not be eligible to vote and not eligible to hold any office but may otherwise enjoy the privileges of the Student Guild; Nothing in this rule precludes a life member also being an ordinary member Honorary Membership Any person may be admitted as an Honorary Member of the Student Guild by resolution of the Committee for a period not exceeding 12 months Honorary members shall not be eligible to vote and not eligible to hold any office but may otherwise enjoy the privileges of the Student Guild; Nothing in this rule precludes an honorary member also being an ordinary member Affiliated Student Guild Any Student Guild (other entity) which is a financial member of the Student Guild but which is not a student shall not be eligible to vote and not eligible to hold any office but may otherwise enjoy the privileges of the Student Guild Any Student Guild (other entity) desirous of becoming an affiliated Student Guild must apply in accordance with rule 10 (nomination for membership) Each affiliated Student Guild shall appoint or elect a delegate as their representative to meetings.

13 14. CESSATION OF MEMBERSHIP An ordinary member ceases to be a member of the Student Guild if the person or entity: is not a member, or is not a student of the University, or dies, or resigns membership, or is expelled from the Student Guild, or fails to pay the annual membership fee under rule 12(fees and subscriptions) within three (3) months after the fee is due A member of any membership type other than an ordinary member ceases to be a member of the Student Guild if the person or other entity: is not a member, has a receiver or receiver and manager appointed, or enters into official management, administration or liquidation; or being a Corporation, has a petition for its winding up presented to a court having appropriate jurisdiction, or passes a resolution of its members for its winding up, or enters into a scheme of arrangement (not being merely for the purpose of amalgamation or reconstruction), or resigns membership, or is expelled from the Student Guild, or fails to pay the annual membership fee under rule 12 (fees and subscriptions) within three (3) months after the fee is due. 15. MEMBERS LIABILITIES The liability of a member of the Student Guild to contribute towards the payment of the debts and liabilities of the Student Guild or the costs, charges and expenses of the winding up of the Student Guild is limited to the amount, if any, unpaid by the member in respect to membership of the Student Guild as required by rule 12 (fees and subscriptions). 16. CONTINUING RIGHTS, LIABILITIES ETC Determination of a members membership will not prejudice, lesson or affect the rights, duties, liabilities and obligations of the member whether they: arise under these rules or otherwise; or exist at the date of the termination or arise or crystallise after that date, and in particular, but without limitation, that termination will not relieve a member from any obligation to record, account for, or pay any levies, fines, charges or fees referred to in these rules.

14 17. MEMBERSHIP ENTITLEMENTS NOT TRANSFERABLE A right, privilege or obligation which a person or entity has by reason of being a member of the Student Guild: is not capable of being transferred or transmitted to another person or entity, and terminates on cessation of the person s or entity s membership. 18. RESIGNATION OF MEMBERSHIP A member of the Student Guild may resign from membership of the Student Guild by first giving to the secretary written notice of at least one (1) month of the member s intention to resign and, on the expiration of the period of notice, the member ceases to be a member If a member of the Student Guild ceases to be a member under 18.1, and in every other case where a member ceases to hold membership, the secretary must make an appropriate entry in the register of members recording the date on which the member ceased to be a member. 19. REGISTER OF MEMBERS The secretary of the Student Guild must establish and maintain a register of members of the Student Guild specifying the: full name, date of birth, postal or residential address, address: for ordinary members their University address, for other member categories their University address or only where that member is not entitled to a University address their usual address, identification number: for ordinary members, their University student number, for other member categories their University identification number or only where that member is not entitled to a University student number, their ABN, or other identification number, tertiary education provider, course of study in which the nominee is enrolled, of each person or entity who is a member of the Student Guild together with the date on which the person or entity became a member, and the date on which the person or entity ceased to be a member The register of members must be kept in Queensland: at the main premises of the Student Guild, or if the Student Guild has no premises, at the Student Guild s business address.

15 20. RESOLUTION OF DISPUTES A dispute between a member and another member, in their capacity as members, of the Student Guild, or a dispute between a member or members and the Student Guild shall be submitted to a Dispute Resolution Centre for mediation under the Dispute Resolution Centres Act 1990 (Qld) or, only if the Queensland Government s service will not accept the matter, then mediation in accordance with, and subject to, The Institute of Arbitrators & Mediators Australia Mediation Rules If the dispute or difference is not settled within 30 days of the submission to mediation (unless such period is extended by agreement of the parties), it shall be and is hereby submitted to arbitration in accordance with, and subject to, The Institute of Arbitrators & Mediators Australia Arbitration Rules Notwithstanding the existence of a dispute or difference each party shall continue to perform according to this Constitution. 21. DISCIPLINING OF MEMBERS A complaint may be made to the committee by any person that a member of the Student Guild: has refused or neglected to comply with a provision or provisions of this constitution, or has wilfully acted in a manner prejudicial to the interests of the Student Guild The committee may refuse to deal with a complaint if it considers the complaint to be trivial or vexatious in nature If the committee decides to deal with the complaint, the committee: must cause notice of the complaint to be served on the member concerned, and must give the member at least 14 days from the time the notice is served within which to make submissions to the committee in connection with the complaint, and must take into consideration any submissions made by the member in connection with the complaint The committee may, by resolution, expel the member from the Student Guild or suspend the member from membership of the Student Guild if, after considering the complaint and any submissions made in connection with the complaint, it is satisfied that the facts alleged in the complaint have been proved and the expulsion or suspension is warranted in the circumstances If the committee expels or suspends a member, the secretary must, within seven (7) days after the action is taken, cause written notice to be given to the member of the action taken, of the reasons given by the committee for having taken that action and of the member s right of appeal under rule The expulsion or suspension does not take effect: until the expiration of the period within which the member is entitled to appeal against the resolution concerned, or

16 if within that period the member exercises the right of appeal, unless and until the Student Guild confirms the resolution under rule 23, whichever is the later The committee may, by resolution, withdraw all or some membership privileges (including access to facilities, services and all voting rights if a member: has refused or neglected to comply with a provision or provisions of this constitution, or has wilfully acted in a manner prejudicial to the interests of the Student Guild, or has membership fees in arrears The Committee may require a member who is subject to 22.7 to show cause why membership privileges should not be withdrawn If the committee withdraws membership privileges, the secretary must, within seven (7) days after the action is taken, cause written notice to be given to the member of the action taken, of the reasons given by the committee for having taken that action and of the member s right of appeal under rule The withdrawal of membership privileges takes immediate effect. 22. RIGHT OF APPEAL OF DISCIPLINED MEMBER A member may appeal to the Student Guild in general meeting against a resolution of the committee under rule 22.4, within seven (7) days after notice of the resolution is served on the member, by lodging with the secretary a notice to that effect The notice may, but need not, be accompanied by a statement of the grounds on which the member intends to rely for the purposes of the appeal On receipt of a notice from a member under rule 23.1, the secretary must notify the committee which: in the case of a suspension or expulsion is to convene a general meeting of the Student Guild to be held within 28 days after the date on which the secretary received the notice; in the case of a withdrawal of membership privileges is to convene an Appeals committee meeting to be held within 28 days after the date on which the secretary received notice At a general meeting of the Student Guild convened under rule : no business other than the question of the appeal is to be transacted, and the committee and the member must be given the opportunity to state their respective cases orally or in writing, or both, and the members present are to vote by secret ballot on the question of whether the resolution should be confirmed or revoked At an Appeals Committee meeting of the Student Guild convened under rule : no business other than the question of the appeal is to be transacted, and the committee and the member must be given the opportunity to state their respective cases orally or in writing, or both, and

17 the members of the Appeals committee present are to vote by secret ballot on the question of whether the resolution should be confirmed or revoked An Appeals Committee shall be chaired by an external and independent person and shall include a student representative and a University representative The appeal is to be determined by a simple majority of votes cast by members of the Appeals committee of the Student Guild. PART 3 - THE COMMITTEE 23. POWERS OF THE COMMITTEE Subject to the Act and the subordinate legislation made pursuant to that Act and this constitution and to any resolution passed by the Student Guild in general meeting, for the purpose of carrying out its objectives the committee: is to control and manage the affairs of the Student Guild; may exercise all such functions as may be exercised by the Student Guild, other than those functions that are required by this constitution to be exercised by a general meeting of members of the Student Guild; has power to perform all such acts and do all such things as appear to the committee to be necessary or desirable for the proper management of the affairs of the Student Guild; may administer the finances, appoint bankers, and direct the opening of banking accounts for specific purposes and to transfer funds from one account to another, and to close any such account; fix the manner in which such banking accounts shall be operated upon, subject to rule 41 (funds management), providing the committee passes all payments; use and expend its income, however derived, in the purchase of equipment, goods, chattels, stock and services, consistent with this Constitution or its By Laws; invest and deal with the monies of the Student Guild that are not immediately required from time to time in secured investments only; dispose of, sell, lease, sub-lease, or mortgage, any property; fix fees and subscriptions payable by members and decide such levies, fines and charges as is deemed necessary and advisable, and to enforce payment thereof; adjudicate on all matters brought before it which in any way affect the Student Guild; cause minutes to be made of all proceedings at meetings of the committee and general meetings of members; make, amend and rescind rulings and rules; make By Laws consistent with the powers and obligations of the Committee;

18 may at their discretion engage, employ and dismiss a person or persons to carry out certain duties required by the Student Guild, at salaries or remunerations in cash, or otherwise, for such period of time, as may be deemed necessary; appoint an officer or agent of the committee to have custody of the Student Guild s records, documents and securities enter into formal arrangements with the University for the provision and use of any services and facilities; enter into contracts and formal arrangements to purchase, lease, hire or otherwise acquire any real or personal property; subject to this constitution, affiliate with bodies and to make grants thereto for approved purposes; hold licenses required under any applicable legislation; carry on business of any kind, whether in partnership with or under any profit sharing arrangements provided that such business furthers the objectives of the Student Guild; establish, operate and maintain any facilities or services for the benefit of members, whether on the property of the Student Guild or elsewhere; sue and recover all monies owing to the Student Guild; publish, print and circulate any newspaper and other publications in any media form and to broadcast and maintain broadcasting facilities for and on behalf of the Student Guild; generally act in a manner consistent with the Act and its statutes and the Constitution; appoint Solicitors to the Student Guild; establish policies for the conduct of the affairs of the Student Guild; establish committees and appoint members to committees of the Student Guild give direction to any or all Committee members and employees which are not inconsistent with their duties; delegate any or all of its powers except this power of delegation and the power to make By Laws; and shall use grants received for their intended purpose Nothing contained in this or any other provisions of this Constitution shall limit the operation of Section 37 of the Act. 24. FUNDS-MANAGEMENT Subject to any resolution passed by the Student Guild in general meeting, the funds of the Student Guild are to be used in pursuance of the objects of the Student Guild in such manner as the committee determines The funds of the Student Guild must be kept in the name of the Student Guild in an Australian authorised deposit taking institution determined by the Committee;

19 24.3. All payment transactions, for amounts over $100, cheques, drafts, bills of exchange, promissory notes and other negotiable instruments must be signed by any two (2) persons authorised to do so by the committee and whose names are recorded in the Student Guild s register of authorised signatories for funds-management, one of whom shall be the President, Vice President or Finance Committee member All monies received by the Student Guild shall be deposited as soon as practicable after receipt The authorised signatories referred to in rule 25.3 above must include a minimum of one committee member and a maximum of one employee. For clarity, two authorised committee members satisfy the requirement Signed for the purposes of funds-management includes a system of electronic commerce, electronic funds transfer, provided by an Australian authorised deposit taking institution that supports multiple (minimum of two (2)) electronic signatures / authorisations and provides immediate verifiable or auditable reporting Cheques shall be pre-printed "not negotiable", except in the case of payments such as float reimbursements which shall be recorded and reported to the committee The Student Guild in general meeting may by resolution adopt Funds-Management rules, so long as those rules do not abrogate rule Financial records shall be kept and maintained using an established and reputable computer software capable of providing records in the English language showing correctly the financial affairs of the Student Guild and the particulars usually shown in financial records of a business that may be subject to audit As soon as practicable after the end of the financial year the Committee shall cause financial statements to be prepared. General purpose financial statements shall be in a form consistent with Australian accounting standards and shall include: a statement of financial performance, (a profit and loss statement); a statement of financial position, (a balance sheet); and a statement of cash flows The Student Guild shall produce for audit, draft financial statements by 31 March and shall provide to the University Council no later than 30 June each year, one copy of the audited annual account relating to the preceding financial year The account shall be examined by the auditor who shall be a registered certified public accountant appointed each year at the Annual General Meeting The Committee shall cause a financial summary to be prepared on a quarterly basis. The financial summary shall disclose the assets and liabilities and the income and expenditure of the Student Guild for the year to date. The financial summaries prepared under this section shall be made available to Members upon request All transactions shall be conducted strictly in accordance with any directions of the students at General Meetings and consistent with the Finance Policy of the Student Guild.

20 A detailed Financial Budget shall be tabled at the first Committee Meeting of the new Financial Year. 25. BYLAWS, CODE OF CONDUCT ETC The committee may at any time and from time to time issue and/or impose a code of conduct, rules and/or any other bylaws, regulations or standards for the Student Guild which may deal with any matter within the power of the committee including (without limitation): regulating the internal management of the Student Guild; the admission and/or disqualification or termination of members; any fees and levies payable by members; conditions of membership; the rights attaching to membership; qualifications required for membership; availability of services or facilities of the Student Guild and/or access to them by members; and or the conditions for use or licence of any trade or other mark or property of the Student Guild The committee may at any time and from time to time without notice: very, amend, suspend, revoke or otherwise change any subordinate regulation; make new subordinate regulations, and the subordinate regulations for the time being in force will be binding on all members The committee members may distinguish between members in the application or enforcement of any subordinate regulation without giving reasons and without being liable for any loss occasioned by doing so In the event of any inconsistency or conflict between these rules and any subordinate regulation, the rules of the constitution will prevail to the extent of any inconsistency or conflict. 26. COMPOSITION AND MEMBERSHIP OF COMMITTEE The committee is to consist of: the office-bearers of the Student Guild, and at least nine (9) ordinary committee members, each of whom is to be elected at the annual general meeting of the Student Guild under rule The total number of committee members is to be thirteen (13) The office-bearers of the Student Guild are as follows: the president, the vice-president, the treasurer,

21 the secretary A committee member may hold up to two (2) offices (other than both the president and vice-president offices) Each member of the committee is, subject to this constitution, to hold office until the conclusion of the annual general meeting following the date of the member s election, but is eligible for re-election The office-bearers are to be responsible for: making decisions consistent with policy and Bylaws between meetings of the Committee; the day to day operation of the Student Guild; making decisions where no policy or Bylaws exist, between meetings of the Committee, for ratification by the Committee at its next meeting. 27. ELECTION OF COMMITTEE MEMBERS Nominations of candidates for election as office-bearers of the Student Guild: must be made in writing, signed by two (2) members of the Student Guild and accompanied by the written consent of the candidate (which may be endorsed on the form of the nomination), and must be delivered to the secretary of the Student Guild at least seven (7) days before the date fixed for the holding of the annual general meeting at which the election is to take place If insufficient nominations are received to fill all vacancies on the committee, the candidates nominated are taken to be elected and further nominations are to be received at the annual general meeting If insufficient further nominations are received, any vacant positions remaining on the committee are taken to be casual vacancies If the number of nominations received is equal to the number of vacancies to be filled, the persons nominated are taken to be elected If the number of nominations received exceeds the number of vacancies to be filled, a ballot is to be held The ballot for the election of office-bearers of the committee is to be conducted at the annual general meeting in such usual and proper manner as the committee may direct Where possible, a gender balance shall be maintained in the composition of the Committee. The term of office for any elected Committee member shall normally be for a period of one year or until the declaration of results of the next general election A person nominated as a candidate for election as an office-bearer of the Student Guild must be a member of the Student Guild. 28. PRESIDENT

22 28.1. It is the duty of the president to: preside over the meetings of the committee and Student Guild, and ensure that the business of such meetings is conducted in a timely and efficient manner; and act as the principal spokesperson for the Student Guild, unless otherwise delegated by the committee to another member of the committee, and initiate business that is appropriate for action by the Student Guild; and act on behalf of the committee, be the liaison between the Student Guild s employees and the committee, unless otherwise delegated by the committee to another member of the committee The President shall be an ex-officio member of every committee within the Student Guild The President shall be responsible to the student body through the Committee The President shall ensure that all Student Guild business is conducted in accordance with the policies and Bylaws of the Student Guild. 29. SECRETARY The secretary of the Student Guild must, as soon as practicable after being appointed as secretary, lodge notice with the Student Guild of his or her address It is the duty of the secretary to keep minutes of: all appointments of office-bearers and members of the committee, and the names of members of the committee present at a committee meeting or a general meeting, and all proceedings at committee meetings and general meetings Minutes of proceedings at a meeting must be signed by the chairperson of the meeting or by the chairperson of the next succeeding meeting. 30. TREASURER It is the duty of the secretary of the Student Guild to ensure: that all money due to the Student Guild is collected and received and that all payments authorised by the Student Guild are made, and that correct books and accounts are kept showing the financial affairs of the Student Guild, including full details of all receipts and expenditure connected with the activities of the Student Guild. 31. CASUAL VACANCIES In the event of a casual vacancy occurring in the membership of the committee, the committee may appoint a member of the Student Guild to fill the vacancy and the member so appointed is to hold office, subject to this constitution, until the conclusion of the annual general meeting next following the date of the appointment.

23 31.2. A casual vacancy in the office of a member of the committee occurs if the member: is not a member, or is not a student of the University, or dies, or resigns office by notice in writing given to the secretary, or is removed from office under rule 22, or has membership privileges withdrawn under rule 22; becomes a mentally incapacitated person, becomes subject to the provisions of the Mental Health Act; or is absent without the consent of the committee from three (3) consecutive meetings of the committee; or becomes bankrupt, or is convicted of an offence involving fraud or dishonesty for which the maximum penalty on conviction is imprisonment for not less than 3 months; or is prohibited from being a committee member of a company under Part 2D.6 (Disqualification from managing corporations) of the Corporations Act 2001 of the Commonwealth Leave of Absence The Committee may grant leave of absence to any of its Committee Members; and where it is not possible for a Committee Member to request a leave of absence, the Committee may resolve to retrospectively grant leave of absence on application in writing by a member at the next ordinary meeting of the Committee. 32. REMOVAL OF COMMITTEE MEMBERS The Student Guild in general meeting may by resolution remove any member of the committee from the office of member before the expiration of the member s term of office and may by resolution appoint another person to hold office until the expiration of the term of office of the member so removed If a member of the committee to whom a proposed resolution referred to in rule 33.1 relates makes representations in writing to the secretary or president (not exceeding a reasonable length) and requests that the representations be notified to the members of the Student Guild, the secretary or the president may send a copy of the representations to each member of the Student Guild or, if the representations are not so sent, the member is entitled to require that the representations be read out at the meeting at which the resolution is considered. 33. COMMITTEE MEETINGS AND QUORUM The committee must meet at least three (3) times in each period of 12 months at such place and time as the committee may determine.

24 33.2. Additional meetings of the committee may be convened by the president or by any member of the committee Oral or written notice of a meeting of the committee must be given by the secretary to each member of the committee at least 48 hours (or such other period as may be unanimously agreed on by the members of the committee) before the time appointed for the holding of the meeting Notice of a meeting given under rule 36.3 must specify the general nature of the business to be transacted at the meeting and no business other than that business is to be transacted at the meeting, except business which the committee members present at the meeting unanimously agree to treat as urgent business Any three (3) members of the committee constitute a quorum for the transaction of the business of a meeting of the committee and one of them must include either the President or the Vice President No business is to be transacted by the committee unless a quorum is present and if, within half an hour of the time appointed for the meeting, a quorum is not present, the meeting is to stand adjourned to the same place and at the same hour of the same day in the following week If at the adjourned meeting a quorum is not present within half an hour of the time appointed for the meeting, the meeting is to be dissolved At a meeting of the committee: the president or, in the president s absence, the vice-president is to preside, or if the president and the vice-president are absent or unwilling to act, such one of the remaining members of the committee as may be chosen by the members present at the meeting is to preside. 34. DELEGATION BY COMMITTEE TO SUB-COMMITTEE The committee may, by instrument in writing, delegate to one or more sub-committees, consisting of such member or members of the Student Guild as the committee thinks fit, the exercise of such of the functions of the committee as are specified in the instrument, other than: this power of delegation, and a function which is a duty imposed on the committee by the Act or by any other law A function the exercise of which has been delegated to a sub-committee under this rule may, while the delegation remains unrevoked, be exercised from time to time by the sub-committee in accordance with the terms of the delegation A delegation under this rule may be made subject to such conditions or limitations as to the exercise of any function, or as to time or circumstances, as may be specified in the instrument of delegation Despite any delegation under this rule, the committee may continue to exercise any function delegated.

25 34.5. Any act or thing done or suffered by a sub-committee acting in the exercise of a delegation under this rule has the same force and effect as it would have if it had been done or suffered by the committee The committee may, by instrument in writing, revoke wholly or in part any delegation under this rule A sub-committee may meet and adjourn as it thinks proper Any committees so formed shall in the exercise of their powers so delegated, conform to any By Laws or directions that may be imposed on them by the Committee Resolutions arising at any meeting of a committee shall be determined by a majority of votes of the members present and in the case of an equality of votes, the status quo shall be maintained Resolutions of any sub-committee must be tabled at the next meeting of the Committee of Management for ratification before the decisions are effective. 35. VOTING AND DECISIONS Questions arising at a meeting of the committee or of any sub-committee appointed by the committee are to be determined by a majority of the votes of members of the committee or subcommittee present at the meeting Each member present at a meeting of the committee or of any sub-committee appointed by the committee (including the person presiding at the meeting) is entitled to one vote but, in the event of an equality of votes on any question, the person presiding may exercise a second or casting vote Subject to rule 32, the committee may act despite any vacancy on the committee Any act or thing done or suffered, or purporting to have been done or suffered, by the committee or by a sub-committee appointed by the committee, is valid and effectual despite any defect that may afterwards be discovered in the appointment or qualification of any member of the committee or sub-committee. 36. CIRCULATING RESOLUTIONS OF THE STUDENT GUILD Resolutions The committee members of the Student Guild may pass a resolution without a committee members' meeting being held if all the committee members entitled to vote on the resolution sign a document containing a statement that they are in favour of the resolution set out in the document Copies Separate copies of a document may be used for signing by committee members if the wording of the resolution and statement is identical in each copy When the resolution is passed