ALDINGA BAY HOCKEY CLUB INC. P.O. Box 1192 Aldinga Beach, S.A. 5173 ABN : 5 9 7 6 8 0 0 2 5 1 9 Constitution 25 th October 2015 1. NAME The name of the Club shall be the "Aldinga Bay Hockey Club", and shall deem to be incorporated under the Associations Incorporation Act 1985 (SA). Herein after referred to as the Club. 2. PURPOSE OF THE CLUB The purpose of the Club shall be to encourage, improve, and control the game of hockey at Aldinga and its environs, and to do such things as it may deem to be incidental or conductive thereto. 3. MEMBERSHIP a) All Members are bound by the Rules of the Club and of the South Coast Hockey Association. b) All Members acknowledge that they can be subject to disciplinary action in accordance with the Rules of the Club and the South Coast Hockey Association. c) On the recommendation of any financial Member, any person whom has rendered outstanding service to the Club for a period of not less than ten (10) years may have the title of "Life Member" conferred on them by a two (2) thirds (3 rds ) majority of the Members present at an Annual General Meeting, or Special General Meeting. d) On the recommendation of any financial Member, any person whom has rendered an ongoing on-field (player) service to the Club for a period of not less than fifteen (15) years may have the title of "Player Life Member" conferred on them by a two (2) thirds (3 rds ) majority of the Members present at an Annual General Meeting, or Special General Meeting. 3.1 Categories of Members There shall be five (5) categories of Membership, being: Player, Honorary, Player Life Membership, Social and Life Membership. a) PLAYER MEMBERSHIP Player Membership shall: - i) be for one year and shall deemed to commence at the conclusion of one Annual General Meeting to the conclusion of the next Annual General Meeting, unless terminated by resignation, or expulsion; ii) be granted to persons who have paid such fees as determined at the Annual General Meeting; and iii) have the power to vote at all General Meetings of the Club on all matters in which a vote of the whole Club is taken. b) HONORARY MEMBERSHIP Honorary Membership shall:- i) be for persons appointed by the Executive Committee as they deem appropriate; ii) be for one year and shall deemed to commence at the conclusion of one Annual General Meeting to the conclusion of the next Annual General Meeting, unless terminated by resignation, or expulsion; and iii) have no voting rights at any meeting of the Club. 1
c) PLAYER LIFE MEMBERSHIP and LIFE MEMBERSHIP Life Membership shall:- i) have all of the rights and privileges of a Standard Member; and ii) adhere to all of the rules of Standard Membership. d) SOCIAL MEMBERSHIP Social Membership shall:- i) be for one year and shall deemed to commence at the conclusion of one Annual General Meeting to the conclusion of the next Annual General Meeting, unless terminated by resignation, or expulsion; ii) be granted to persons who have paid such fees as determined at the Annual General Meeting; iii) have the power to vote at all General Meetings of the Club on all matters in which a vote of the whole Club is taken; and iv) shall be for people who wish to be non-playing Members of the Club. 3.2 Admission of Members a) A candidate for Membership must apply to the Committee in writing. b) The application must: i) be in a form approved by the Committee; ii) contain full particulars of the name and address and contact details of the applicant; and iii) contain any other information prescribed by Rules for an application for Membership. c) The Committee Members may accept or reject an application whether the applicant has complied with the requirements in 3.2 (b) or not. The Committee Members are not required, nor can they be compelled to provide, any reason for rejection. d) Membership begins on the later to occur of: i) acceptance of the application by the Committee Members; or ii) payment of any fees payable by the new Member. 3.3 Cessation of Membership a) Any Member of the Club may resign in writing, by giving such notice to the Secretary of the Club. Such resignation shall be affective only upon acceptance of the Executive. Any Member so resigning shall be liable for any outstanding subscriptions which shall be recovered as a debt due to the Club. b) Any Member who has been found guilty of an offence by the Tribunal/Disciplinary committee and referred to the Executive for expulsion may be expelled from the Club, upon agreement by a two (2) thirds (3 rds ) majority of the Executive. c) A Member who ceases to be a Member must not thereafter use any property of the Club (including, without limitation, its Intellectual Property) and must immediately return to the Club all of the Club's documents, records or other property in the possession, custody or control of the former Member. d) Nothing in this section 3.3 prevents a former Member from applying for readmission to Membership but, in considering the readmission application the Committee is entitled to take into account the facts and circumstances in which the prior Membership (or Memberships) ceased. e) Membership which has ceased under this section 3.3 may be reinstated at the discretion of the Committee without an application having been made under section 3.3 (d), with such conditions as it deems appropriate. 2
3.4 Subscriptions a) The subscription (Membership) fees for the Membership year shall be such sum (if any) as set at the Annual General Meeting. b) The subscription fee shall be payable annually at a time set by the Executive Committee. c) Any Member whose subscription is outstanding for more than three months after the due date for payment shall cease to be a Member of the Club, provided always that the Executive may reinstate such a person s Membership on such terms as it thinks fit. d) Any Member deemed not financial with the Club by the Executive Committee shall be ineligible for any awards or to participate in any team. 4. ADMINISTRATION The affairs of the Club shall be conducted in accordance with the Rules made under this constitution and shall be controlled by a governing body, to be called "THE EXECUTIVE COMMITTEE", constituted as provided by the Rules, and such Officers as therein provided. 5. AFFILIATION WITH OTHER BODIES a) The Club may join or become affiliated with any other body or bodies and may pay such fees thereto as may be decided from time to time. b) The Club and it's Member's shall be bound under the Constitution and Rules of THE SOUTH COAST HOCKEY ASSOCIATION where they pertain to our Club. c) The Committee may not cause the Club to disaffiliate from The South Coast Hockey Association without an Ordinary Resolution of the Members in General Meeting. 6. ALTERATION TO THE CONSTITUTION This constitution may be amended, altered, added to, varied or rescinded in whole or part, by a resolution passed by a two (2) thirds (3 rds ) majority of the Members present at the Annual General Meeting or a Special General Meeting called for that specific purpose and in accordance with the Rules. 7. DISSOLUTION A Special Meeting of the Club called in like manner for the specific purpose, shall have the power, by a majority of three (3) quarters (4) of Members present, to resolve that the Club be dissolved and that all property whether real or personal remaining after payment of all debts and legal obligations owing, be transferred to anybody whether corporate or unincorporated formed for promoting objects similar to its own, or charitable objects, or to any unincorporated body. 8. GENERAL MEETINGS a) Fourteen (14) clear days in writing of any general meeting, setting out the business to be considered, shall be given to all Members; b) Failure to receive such notice shall not invalidate a meeting, resolution, or election, unless it is shown to the satisfaction of the Executive, that a substantial number of Members have not received such notice; and c) Fourteen (14) financial Members shall form a quorum at any Annual or Special General Meeting. If within thirty (30) minutes after the time appointed for the meeting, a quorum of Members is not present, a quorum of the Executive Committee as defined in 11 (d), by unanimous decision may elect to proceed with the meeting, and those Members present shall then form a quorum. 3
8.1 Annual General Meeting (AGM) The AGM shall be held prior to the first (1 st ) day of April each year, or at such other times as the Executive Committee may appoint, for the purpose of: a) presenting and accepting the minutes of the previous AGM; b) receiving and discussing the Annual General Report, Statement of Accounts and Auditors Report; c) electing the following Officers of the Club to hold office for the ensuing year: Patron (if required), President, Vice President (Public Officer), Secretary, Treasurer, Junior Coordinator, and Senior Team Coordinator; d) consideration and acceptance of the Annual Budget; e) deciding upon any motion of which due notice has been given. A Member who intends to move a motion at the AGM shall give to the secretary notice in writing of their intention and the terms of motion not later than twenty one (21) days before the date fixed for the AGM; f) a motion may be added to the agenda providing a majority of two (2) thirds (3 rds ) of the Members present agree to its inclusion; g) fix the amount of fees for the ensuing season; and h) considering of any other business of which notice has been given. 8.2 Special General Meeting (SGM) A SGM shall be convened by the secretary: a) at the written request of the President; b) upon a written requisition signed by no less than fourteen (14) financial Members, specifying the business which they require to be submitted to the meeting. If the secretary does not convene a meeting within twenty-one (21) days of the requisition being delivered the requisitionists may themselves convene the meeting, under the rules of the Constitution; c) business other than that specified in the requisition will come under rule 8.1 (f); 8.3 Meeting Adjournment a) The chairperson may, with the consent of any meeting at which a quorum is present, and must, if directed by the meeting, adjourn the meeting from time to time and from place to place but no business may be transacted at any adjourned meeting other than the business left unfinished at the meeting from which the adjournment took place. b) When a meeting is adjourned for thirty (30) days or more, notice of the adjourned meeting must be given as in the case of an original meeting. c) Except as provided in section 8.3 (b), it is not necessary to give any notice of an adjournment or the business to be transacted at any adjourned meeting. 8.4 Voting a) The sense of every meeting shall be determined by a show of hands, unless a secret ballot be demanded by at least three (3) Members. b) Only financial Members registered with the Club shall be eligible to vote at the Annual General Meeting. c) A proxy vote must be in writing to be presented at an Annual General Meeting. A Member can only present one proxy vote per general meeting. d) No voting rights will be afforded to any Member under the age of 18. 4
9. ELECTION OF EXECUTIVE OFFICERS a) Every candidate shall be proposed by one (1) and seconded (2 nd ) by another Member of the Club at the AGM, from those Members being present. b) Nominations can be accepted from persons absent from the meeting, providing the nominations are in writing and signed by the proposer, the seconder and the nominee. c) No elected office bearer s position may be occupied by the same person for a period of longer than eight (8) consecutive years. d) A retiring Executive Member shall be eligible to stand for re-election without nomination, unless rule 9 (c) applies. e) Executive Officers shall hold their elected positions for a period of two (2) Membership years. 10. OFFICE BEARERS i) At the first AGM two (2) ballots shall be entered into a box. The 1 st ballot paper shall be labelled A and contain the following positions: President, Secretary and Junior Coordinator. The 2 nd ballot paper shall be labelled B and contain the following positions: Vice President, Treasurer, Volunteer Coordinator and Senior Coordinator. The chairman of the meeting shall select one (1) ballot paper, with these positions being the first to retire. At subsequent AGM s the longest serving positions shall retire. Elected Office Bearers of the Club shall perform the following duties, along with any other listed in the Club Rules, in the interests of the Club as a whole, and their role in supporting the Sport s reputation. 10.1 President a) The President (and in his/her absence, the Vice President) shall act as chairperson at all meetings of the Club and Executive Committee; b) Shall have a vote at all meetings, and in the event of a tied vote will also have a casting vote; and c) The President may countersign cheques drawn on the Club account(s). 10.2 Vice President The Vice President shall: a) In the absence of the President, perform the duties of the President, with all of the powers of the President; b) Act as the Clubs Public Officer under the Associations Incorporation's Act 1985; and c) Have a vote at all meetings. 10.3 Secretary a) The Secretary shall carry out all directions of a General Meeting and all directions of the Executive Committee. b) The Secretary shall, under and subject to any direction of the Executive Committee, have the right and duty to: i) Ensure due compliance with the Constitution and Rules of the Club; ii) Report to the Executive Committee any breeches of the Rules/Constitution which comes to his/her attention; iii) May countersign cheque's drawn on the Club account(s); iv) With the Membership Officer, Treasurer keep a record of all registered (financial) players; and v) Have a vote at all meetings. 5
10.4 Treasurer The Treasurer shall: a) Be responsible for collecting and receipting all monies owed to the Club; b) Be responsible for banking all moneys received within 7 days; c) Countersign all cheques drawn on the Club account(s); d) Pay all authorised expenditure within 14 days; e) Keep accurate and correct accounts and books showing the financial affairs of the Club; f) Prepare and submit an Annual Statement of Receipts and Payments, Balance Sheet, and Proposed Budget (for ensuing season) at the AGM; g) With the Membership Officer and Secretary keep a record of all financial (registered) players; h) Prepare and submit a report to the Executive Committee when requested, including Canteen, Fundraising, Sponsorship and Membership reports; and i) Have a vote at all meetings. 10.5 Junior Coordinator The Junior Coordinator shall: a) Be responsible for applying for any and all permits required; b) Coordinate all activities of the juniors; c) Submit a report when requested on the status of the juniors; d) Work with coaches to assign players to teams; e) Support/manage/liaise with all junior team managers and coaches; and g) Have a vote at all meetings. 10.6 Senior Coordinator The Senior Team Coordinator shall: a) In conjunction with teams and with committee approval appoint the Captain role in the team; b) Work with captains to assign players to teams; c) Coordinate all activities of the senior; d) Submit a report when requested on the status of the seniors; e) Support/manage/liaise with all senior team managers/coaches and captains; and f) Have a vote at all meetings. 10.7 Volunteer Coordinator The Volunteer Coordinator shall: a) Coordinate the volunteer activities of Club Members for match days, events and projects as required; b) Be responsible for the improvement of volunteer engagement within the Club; c) Present reports to the Executive as requested, including Media and Grounds reports; and d) Have a vote at all meetings. 11. EXECUTIVE COMMITTEE a) The Executive Committee shall consist of the President, Vice President, Secretary, Treasurer, Junior Coordinator, Senior Team Coordinator, and Volunteer Coordinator. b) The Executive Committee shall meet as occasion arises, and each Member shall receive at least seven (7) days notice of the time and place appointed for each meeting. These meetings should, if possible be conducted in the second week of each month. c) The agenda and supporting documents of the meetings are to be provided a minimum of two (2) days prior to the meeting. 6
d) Five (5) Members shall form a quorum. e) All Executive Committee meetings shall be open to the attendance of all Members so long as prior notice is given to the Executive Committee/Representative, unless stipulated by general consensus of the Executive Committee. Such visitors will be allowed to address the meeting but will have no voting rights. f) Any casual vacancy occurring in the position of Elected Committee Member may be filled by the remaining Elected Committee Members if the need arises. A person appointed to fill a casual vacancy holds office only until the end of the next Annual General Meeting irrespective of the term of office of the person whom he or she replaces. g) Unless 11 (f) applies, no Member of the Executive Committee shall hold more than one position on the Executive Committee at any one time. h) A Committee Member may attend a meeting by telephone or other electronic means by which he or she can hear and be heard by all present. 11.1 Resolutions Not In Meeting a) Subject to section 11.1 (d), the Committee may pass a resolution without a Committee 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. The resolution is passed when the last Committee Member signs. b) For the purposes of clause 11.1, separate copies of a document may be used for signing by those entitled to vote if the wording of the resolution and statement is identical in each copy. c) Any document referred to in this clause may be in the form of a facsimile or electronic transmission. d) A resolution may not be passed under clause 11.1 if, before it is circulated for voting under clause 11.1, the Committee resolves that it can only be put at a meeting of the Committee. e) A resolution passed under this clause must be recorded in the minute book. 11.2 Committee Members Interests The Committee Members must comply with sections 31 and 32 of the Associations Incorporation Act 1985 regarding disclosure of interests and voting on contracts in which a Committee Member has an interest. 11.3 Grounds for Termination of Committee Member The office of a Committee Member becomes vacant if the Committee Member: a) becomes bankrupt or makes any arrangement or composition with her creditors generally; b) is disqualified from office under section 30 of the Associations Incorporation Act 1985; c) resigns his or her office by notice in writing to the Club; d) is directly or indirectly interested in any contract or proposed contract with the Club and fails to declare the nature of his or her interest; e) in the case of an Appointed Committee Member, is removed from office by the Elected Committee Members; f) is removed by the Members in General Meeting; or g) would otherwise be prohibited from being a director of a corporation under the Corporations Act 2001 (Cth). h) if any Member of the Executive Committee fails to attend three (3) consecutive meetings of the Executive Committee without having previously obtained leave of absence, the Executive Committee may declare his/her office vacant. i) if a Committee Member is removed by resolution of the Members, the Committee Member cannot be reappointed to the Committee as an Appointed Committee Member without a further resolution of Members authorising the appointment. 7
12. APPOINTED POSITIONS a) The Executive, from time to time, and as it sees fit may appoint people to specific extraordinary positions on behalf of the Club. b) These appointed positions shall be for one Membership year. However, such positions may be created, or disbanded as the need arise. c) The appointed person must be a financial Member of the Club. d) The appointed person may have a voice at Executive meetings, but no voting rights. e) The Executive may request attendance at a meeting. f) Such positions may be, but are not limited to: i) Membership Officer ii) Fundraising Officer iii) Grounds person iv) Media Officer v) Canteen Manager vi) Sponsorship Officer 12.1 Position Duties a) MEMBERSHIP OFFICER The Membership Officer shall: i) Record all subscriptions payable to the Club by Members. ii) With the Treasurer, Secretary keep a record of all financial (registered) players. iii) Keep a record of the status of all subscriptions. iv) Prepare and submit accurate reports to the Treasurer as needed. b) FUNDRAISING OFFICER The Fundraising Officer shall: i) Be responsible for all fundraising events undertaken by the, Club. ii) Form a subcommittee of people as approved by the Executive. iii) Prepare and submit accurate reports to the Treasurer as needed. c) GROUNDS PERSON The Grounds Person shall: i) Be responsible for the upkeep and maintenance of all Club grounds and property. ii) Form a subcommittee of people as approved by the Executive. iii) Submit a report on the grounds and property to the Volunteer Coordinator when requested. d) SPONSORSHIP OFFICER The Sponsorship Officer shall: i) Be responsible for all sponsorships undertaken by the Club. ii) Keep accurate and correct books showing the sponsorship affairs of the Club, and report to the Treasurer. iii) Actively recruit new sponsorship opportunities and encourage Membership participation in finding sponsors. e) MEDIA OFFICER The Media Officer shall: i) Be responsible for the clubs dealings with all forms of media. ii) Keep the Club informed of current and new media outlets. iii) Prepare reports for the Volunteer Coordinator as required. f) CANTEEN MANAGER The Canteen Manager shall: i) Manage the running of the canteen for match days, events and projects as required. ii) Form a subcommittee of suitably qualified people as approved by the Executive. iii) Prepare and submit an accurate report to the Treasurer as required. 8
12.2 Delegations The Committee may, in writing, establish subcommittees and delegate to each of them the exercise of the functions of the Committee that are specified in the instrument of delegation, other than: a) This power of delegation; and b) A function that is a function imposed on the Committee by the Act, by any other law, or by resolution of the Club in General Meeting. 12.3 Disciplinary Committee a) The Discipline Committee shall consist of the President, Secretary and any two (2) other Members as may be requested by the President. b) No Member may sit on the committee if involved in, or has relatives involved in any action the Committee is to deal with. c) The Disciplinary Committee must convene a meeting within five (5) days of any notice being given of an offence. d) All person(s) involved in an offence must be given five (5) days notice of the hearing date. e) The accused can bring or call any witnesses as they may need. f) The Disciplinary Committee meetings shall be closed to the attendance of all Members unless stipulated by the Disciplinary Committee or these Rules. Only those asked to give evidence, for or against, the accused may be in attendance and only then when asked for. g) The accused may appeal a decision by the committee, in writing to the Executive within five (5) days of the finding of the Disciplinary Committee: i) An appeal shall be heard by the Executive Committee within five (5) days of receiving the request; and ii) The result of an appeal is final. h) Failure of the Executive Committee to convene a meeting of appeal within the time specified in these Rules shall not invalidate the original finding of the Disciplinary Committee. 13. DISPUTE RESOLUTION PROCEDURE a) The dispute resolution procedure set out in this clause applies to disputes between a Member and: i) another Member; or ii) the Club. b) The parties to the dispute must meet and discuss the matter in dispute, and, if possible, resolve the dispute within fourteen (14) days after the dispute comes to the attention of all parties. c) If the parties are unable to resolve the dispute at the meeting or if a party fails to attend that meeting, then the parties must, within ten (10) days after the scheduled meeting, refer the dispute to the Disciplinary committee, who may refer the matter to an external agency, including the State Sport Dispute Centre, for resolution. d) The Committee may prescribe additional grievance procedures in Regulations consistent with this Rule 13. e) In this clause Member includes any former Member who was a Member not more than six months before the dispute occurred. 14. FINANCE a) The Treasurer, President and Secretary shall be empowered to run the day to day finances of the Club as approved in the Annual Budget passed at the AGM and in accordance with these Rules. i) No extra expenditure shall be incurred without the approval of the Executive Committee. b) Bank signatories shall be the President, Treasurer and either the Secretary or Vice-President. c) All cheques must be signed by any two of the Treasurer and either the Secretary or President or vice-president. d) Internet banking to be opened and used by the Treasurer. 9
e) The Financial year of the Club is from July 1st to June 30th the following year. f) The Executive Committee shall have the power to borrow such sum or sums of money, not exceeding at any time an aggregate sum in excess of 3 years of income, provided that the Executive Committee shall all agree and that there is a clear reason for borrowing such monies. g) In the event of the Executive Committee wishing to borrow a sum in excess of the amount provided for in 14 (f) a Special General Meeting of the Members shall be called in accordance with the Rules. 15. APPOINTMENT OF COACHES a) All people wishing to coach will apply in writing to the Executive Committee as required before the start of the winter season. b) All Junior Coaches will be appointed following approval by the Executive Committee. c) All Senior Coaches will be appointed by a majority of the Members of the team concerned and as approved by the Executive Committee. d) The Junior Coaches/Managers will report to the Junior Coordinator. e) Senior Coaches/Managers/Captains will report to the Senior Team Coordinator. 16. INTERPRETATION a) If any circumstances arise for which no provision has been made by the Rules, the Executive Committee, subject to the Constitution and the Rules in existence, may decide the matter or interpret the Rules, or direct what shall be done in a particular case. b) If any dispute shall arise as to the meaning of the Rules, the President's decision shall be final. 17. BY-LAWS a) The Executive Committee shall frame such By-Laws as it thinks necessary for the proper working of the Club. b) Shall also be known as the "Rules". c) Regulations and any amendments, alterations or other changes to or interpretations of the Regulations may be communicated to Members by a notice on the Club s website or in any journal or publication which is published by or on behalf of the Club and which is circulated by the Club to the Members 18. PUBLIC STATEMENTS The Vice-President or properly authorised nominee shall be the only body authorised to make any Public Statement on behalf of the Club. 19. POWERS The Club shall have all the powers conferred by section 25 of the Act. 10
20. LIABILITY a) Every Committee Member and employee of the Club is entitled to be indemnified out of the property and assets of the Club against any liability incurred by them in their capacity as Committee Member or employee in defending any proceedings, whether civil or criminal, in which judgement is given in their favour or in which they are acquitted or in connection with any application in relation to any proceedings in which relief is granted by the Court. b) The Club must indemnify its Committee Members and employees against all damages and losses (including legal costs) for which any such Committee Member or employee may be or become liable to any third party in consequence of any act or omission: i) in the case of a Committee Member, performed or made in good faith whilst acting on behalf of and with the authority, express or implied of the Club; and ii) in the case of an employee, performed or made in good faith in the course of, and within the scope of their employment by the Club. 21. COMMON SEAL The Common Seal of the Club shall be kept in the custody of the Vice-President and shall only be affixed to any document on the authority of a resolution of the Executive Committee and in the presence of two (2) Members of the Executive Committee. 22. TRANSITIONAL PROVISIONS 22.1 Continuing Membership Each person who is a Member on the day on which this Constitution is adopted, will automatically be admitted to Membership in the category that, in the reasonable opinion of the Committee, is the category most appropriate for that Member. 22.2. Committee Members For the purpose of determining when the term ends for each Committee Member in office on the day on which this Constitution is adopted, time served in the Committee Member's current term will be counted as if this Constitution had been in place at the commencement of that term. 22.3. Regulations deemed applicable All rules, by-laws, policies and regulations of the Club in force at the date of the approval of this Constitution are to be deemed to be Regulations and continue to apply unless they are inconsistent with, or have been replaced by this Constitution. Amendments/Revision Adopted 25/10/2015 11