ADELAIDE TURF CRICKET ASSOCIATION INC CONSTITUTION AND RULES

ADELAIDE TURF CRICKET ASSOCIATION INC CONSTITUTION AND RULES 1. NAME The name shall be `Adelaide Turf Cricket Association Incorporated'. 2. OBJECTS The objects of the Association are:- (e) (f) (g) (h) (i) (j) (k) (l) (m) To further the interest of Cricket in South Australia. To promote good fellowship among members and officials. To promote, control and manage an annual cricket competition between the clubs forming the Association. To hear and determine any allegation, complaint or charge involving a breach of this Constitution or any By-Laws and Regulations made hereunder or the Laws of Cricket or in respect of any matter affecting the interests of the Association or the game of cricket which may be made against any of the clubs forming the Association or against any member or members thereof or against any member of the Association, with full power to impose fines or penalties by way of censure, suspension, expulsion, disqualification or in any other manner whatsoever for any such breach or matter. To purchase take on lease or exchange hire or otherwise acquire any real or personal property and any rights and privileges necessary or convenient for the purpose of the Association. To erect alter and maintain any buildings required for the purpose of the Association. To sell improve manage develop lease mortgage dispose of turn to account or otherwise deal with all or any part of the property of the Association. To borrow and raise any moneys required for the purposes of the Association upon such terms and on such securities as may from time to time be determined by the Board of Management. To invest the funds of the Association in or upon such securities as the Board of Management may from time to time determine and notwithstanding that such investments shall not be of the type authorised by law for the investment of trust funds and with full power to vary such investments from time to time. To engage professional assistance of any kind and to remunerate any person for services rendered or to be rendered in or about the formation or promotion of the Association or the conduct of its affairs. to raise money by subscription or otherwise and to make calls on members and to grant any rights and privileges to members. To employ a Executive Officer to act as Chief Administrative Officer of the Association to carry out such duties as are committed to him by this Constitution and otherwise as directed by the Board of Management; and to pay the Executive Officer such salary, wages or other remuneration as the Board of Management may determine. To do all such other lawful things as are incidental and conductive to the attainment of the aforesaid objects. 3. AFFILIATION The Association may each year affiliate with the South Australian Cricket Association. 4. MEMBERSHIP The Association shall comprise such clubs and teams as shall, upon written application, be accepted by the Board of Management prior to the beginning of each season and such members and affiliated organisations as may be accepted by the Board of Management from time to time in accordance with this Constitution. 5. GRADES The Board of Management may at any duly convened meeting, by a majority vote of those present, decide to divide the teams in the Association into grades. 1

6. CLASSES OF MEMBERS Members shall be divided into the following classes, viz: Life Members, Honorary Members,Service Award Members, Playing Members, Associate Members and affiliated organisations and the provisions set out in succeeding Clauses hereof shall apply to the respective classes. Every person or affiliated organisation elected a member of the Association shall be elected subject to the Constitution of the Association and any By-Laws and Regulations made thereunder and subject also to the right of the Board of Management to cancel the membership of such members. Any person or affiliated organisation whose membership is so cancelled shall forthwith cease to be member of the Association and shall lose all privileges of membership, but shall not be entitled to a refund of subscription paid by them or it or any portion thereof. 7. LIFE MEMBERS The Members in a Annual General Meeting may, on the recommendation of the Board of Management, appoint Life Members. Notice of the proposal to elect an Life Member shall be given in the notice convening the meeting. The nominated person should be recognised as having provided no less than 15 years of dedicated and exceptional service to the Adelaide Turf Cricket Association. Life Members shall, during the continuance of their life, have all the privileges associated with Life Membership and shall be exempted from payment of all subscriptions to the Association. Life Members shall during the continuance of their life be entitled to vote on all matters considered at Annual General Meetings and Special General Meetings. 8. HONORARY MEMBERS The Board of Management may grant Honorary Membership to any person for such period as it thinks fit. The Board of Management may at its discretion revoke such honorary membership. Honorary Members in good standing shall be entitled to receive notice of and attend General Meetings, to receive a copy of the Annual Report and to wear the official tie, badge or other official token of Association Membership, but shall not unless otherwise qualified, be entitled to vote at General Meetings of the Association and shall be exempted from payment of all subscriptions to the Association. 9. SERVICE AWARD MEMBERS The Board of Management may grant Service Award Membership to any player or former player who has taken part in the official senior competition of the Association in not less than three two day or six limited over matches in each of fifteen, twenty five or forty seasons which need not necessarily be consecutive. Service award categories as follows: 15 Years Service Award 25 Years Significant Service Award 40 Years Distinguished Service Award Associated clubs or associations may nominate any other persons within its club or association for Service Award Membership.The nominated person must be recognised as a person that has provided exceptional service of not less than fifteen, twenty five or forty years standing in an official capacity to a club or association. The Board of Management retains the sole and absolute discretion to consider and grant any special requests for Service Award Membership that may fall outside the parameters of this Bylaw. Applications for Service Award Membership shall be in writing and be submitted to the Executive Officer of the Association no later than the 1st day of June following completion of the season for which Service Award Membership is sought (e) The onus of establishing such qualification shall rest on the player or club in each case and for this purpose the Board of Management may accept certification from the player's club or former or such other evidence as it may think fit. Service in the armed forces may at the discretion of the Board of Management be taken into account in determining the qualification of any applicant for Service Award Membership. (f) Each Service Award Member shall be entitled to attend General Meetings but shall not, unless otherwise qualified, be entitled to vote. He/she shall be entitled to wear the official tie, badge or other official token of Association membership. (g) Fifteen and twenty five year Service Award members shall be recognised at the official Adelaide Turf Cricket annual presentation night with a presentation of a certificate (h) Forty year Service Award Members shall be recognised at the official Adelaide Turf Cricket annual presentation night with a presentation of a certificate and forty year Service Award Badge 2

10. PLAYING MEMBERS The Board of Management shall confer Playing Membership on all persons who have been registered by their respective Clubs as provided in the By-Laws. Membership of Playing Members shall commence from the date of receipt of the registration on the MyCricket administration system and shall cease at the conclusion of the next Annual General Meeting. Playing Members shall be entitled to attend General Meetings but shall not, unless otherwise qualified, be entitled to vote. Playing Members shall be entitled to wear the official tie, badge or other official token of Association membership. 11. ASSOCIATE MEMBERS The Board of Management may elect any person as a Associate Member of the Association, provided that no person shall be declared elected unless he/she receives a three-fourth majority of votes of the members of the Board of Management present and voting at the meeting at which application for Associate Membership was submitted. The Board of Management shall prescribe the form of application for Associate Membership of the Association and shall fix the subscription to be paid by Associate Members on a annual basis. Membership of Associate Members shall commence from the date of election by the Board of Management of the Association and shall cease at the conclusion of the next Annual General Meeting unless re-elected for a further term. Associate Members in good standing shall be entitled to receive notice of and attend General Meetings, to receive a copy of the Annual Report and to wear the official tie, badge or other official token of Association Membership, but shall not unless otherwise qualified, be entitled to vote at General Meetings of the Association. 12. AFFILIATED ORGANISATIONS The Board of Management may accept as an affiliated organisation any organisation which in the opinion of the Board of Management has objects consistent with those of the Association. 13. CLUB DELEGATES Each affiliated club but not an affiliated organisation shall be entitled to one official delegate or proxy for each Senior team registered with the Association in the current season to a maximum of four delegates. Affiliated Clubs without a senior team registered with the Association shall be entitled to one official delegate or proxy who shall have full voting rights at General Meetings. Each affiliated club shall each year nominate in such form as prescribed by the Board of Management, its official delegates and proxy delegates to attend and vote at meetings of the Association. 14. OFFICERS The following shall be the officers of the Association: Patron, Vice-Patron, President, Vice-President, Chairperson of the Association, Honorary Treasurer and Executive Officer. Any casual vacancies occurring during the year shall be filled by the Board of Management. All officers other than the office of Executive Officer shall fall vacant annually. Retiring officers shall be eligible for re-election. 15. ELECTION OF OFFICERS The President, Vice-President, Chairperson and Honorary Treasurer shall be elected at the Annual General Meeting and nominations for these positions shall be in a form approved by the Board of Management. The closing date for such nominations shall be the last day of July in each year and a list of all nominations received shall be included with all notices calling the Annual General Meeting. Voting at the Annual General Meeting for the above positions shall be limited to Life Members, and to one vote for each Senior team registered with the Association in the previous season and to one vote for each Club affiliated with the Association in the previous season but not otherwise entitled to vote, and voting shall be by secret ballot. (For the purposes of this Constitution a Senior Team shall be deemed to be one which is not subject to any age restriction). 3

16. BOARD OF MANAGEMENT - POWERS AND CONSTITUTION (e) (f) (g) (h) The General Management and control of the Association shall be vested in the Board of Management. The Board shall have power to do all things consistent with the objects of the Association as defined in Clause 2. The Board of Management shall consist of seven (7) members elected in accordance with the provisions of Clause 17, together with the Chairperson and Honorary Treasurer. The Executive Officer being ex officio. Any person who is a member of the Association as defined in Clause 6 or a club delegate shall be eligible for election as a member of the Board of Management. Each member of the Board of Management elected in accordance with the provisions of Clause 17 shall be elected for two (2) years except that in the event that more than three (3) vacancies on the Board of Management are required to be filled at the Annual General Meeting the three (3) candidates who receive the greatest number of votes shall be elected for two (2) years and the remaining vacancies shall be filled in order by those receiving the next highest number of votes after the first three (3) candidates and those candidates shall be elected for one (1) year. In the event that the number of nominations received does not exceed the number of vacancies the Returning Officer shall determine by lot those candidates to be declared elected for one (1) year. The Board of Management shall meet at least once in every two months and at any meeting of the Board five (5) elected members shall form a quorum. In the event of a meeting lapsing for want of a quorum, no business shall be transacted there at. The consideration of such business shall be adjourned to a special meeting to be held within ten days from the date of the lapsed meeting. The Executive Officer shall, in writing, give each member of the Board of Management at least three days notice of any such special meeting and such special meeting shall have power to act even in the absence of a quorum. Each member of the Board of Management shall have one vote at all meetings at which they are present. In the event of votes being equal the Chairperson shall also have a casting vote. At all meetings voting shall be determined by a show of hands,unless a secret ballot be requested by any member, in which case the ballot shall be taken forthwith in the manner prescribed by the Chairperson. The Board of Management shall have power to grant leave of absence to any member of that Board but should any member be absent without leave for three consecutive meetings their office shall be declared vacant. The consecutive meetings in this clause include all general meetings and also other meetings as defined in Clause 29. Any casual vacancy occurring during the season shall be filled by the Board of Management. The term of any persons appointed under this section shall only run until the holding of the next scheduled Annual General Meeting at which time nominations to fill the position will be called for in accordance with the constitution. 17. ELECTION OF BOARD OF MANAGEMENT The members of the Board of Management shall be elected at the Annual General Meeting and nominations for these positions shall be in a form approved by the Board of Management. Provided that each nomination shall be signed by a proposer and a seconder, each of whom shall be a member of the Association or a club delegate and shall include the consent of the candidate to act if elected. The closing date for nominations shall be the last day of July each year and a list of all nominations received shall be included with all notices calling the Annual General Meeting. Should insufficient nominations be received by the due date, those persons nominated in accordance with paragraph shall be declared elected and nomination/s for the remaining position/s on the Board of Management shall be accepted at the Annual General Meeting. Voting at the Annual General Meeting for the election of members of the Board of Management shall be limited to Life Members and to one vote for each Senior Team registered with the Association in the previous season and to one vote for each Club affiliated with the Association in the previous season but not otherwise entitled to vote and voting shall be by secret ballot. 18. RETURNING OFFICER The Board of Management shall appoint each year a Returning Officer who shall be responsible for conducting the elections referred to in Clause 15 and 17. If it thinks fit the Board of Management may appoint as Returning Officer, a person who is not a member of that Board. Should there be an equality of votes for an election the Returning Officer shall by lot determine who shall be elected. 4

19. APPOINTMENTS The Board of Management shall, as soon as possible, after the Annual General Meeting:- (1) Appoint the Patron and Vice-Patron. If it thinks fit the Board of Management may appoint as Patron or as Vice-Patron a person who is not a member of the Association as defined in Clause 6. (2) Appoint such officers as it thinks fit as assistants to the Executive Officer and Honorary Treasurer. Such assistant officers shall perform duties as directed by the Board of Management. (3) If it thinks fit elect one of its members to be Vice-Chairperson of the Association. 20. SUB-COMMITTEES The Board of Management may appoint such sub-committees as it thinks fit and any such sub-committee may include any person or persons who are not members of the Board of Management. The respective personnel, quorum, duration of office and the duties of each sub-committee shall be as determined from time to time. Voting at meetings of sub-committees shall be as for meetings of the Board of Management. The seven (7) elected Board of Management members each to be Chairperson of a sub-committee group. Vice-Chairperson of the sub-committee group to be an alternate on the Board of Management in the absence of the Chairperson of that sub-committee group, without voting rights. 21. EXECUTIVE OFFICER There shall be an officer of the Association to be known as the Executive Officer. The Board of Management shall appoint the Executive Officer for the time being on such terms as to remuneration and other conditions of employment or service (including termination) as it shall determine. The Executive Officer shall be the Public Officer of the Association and shall carry out such duties as are committed to him/her by this Constitution and otherwise as the Board of Management may determine. 22. HONORARY TREASURER The Treasurer shall be responsible for the receipt of all moneys on behalf of the Association and shall pay such moneys to the credit of the Association s bank account. He/she shall present at the Annual General Meeting of the Association a Balance Sheet and Statement of Income and Expenditure duly audited by the Auditors. He/she shall also present a statement of receipts/payments and corresponding bank statements to all meetings of the Board of Management. 23. AUDITORS The Auditors of the Association shall be elected each year at the Annual General Meeting and shall audit the final accounts of the Association. The final accounts must be signed in the presence of not less than two Board Members prior to presentation. They shall also perform such other duties as requested by the Board of Management. 24. HONORARY SOLICITOR An Honorary Solicitor of the Association may be appointed by the Board of Management, and shall hold office during the pleasure of the Board. 25. HONORARIA The Board of Management may vote to any officer other than the Executive Officer of the Association any honorarium that is thought proper. 26. ANNUAL GENERAL MEETING The Annual General Meeting of the Association shall be held not later than 30th September in each year. Not less than fourteen day's notice of this Meeting shall be given to Life Members, Honorary Members and to the Secretary of each Club affiliated with the Association during the previous season. The Annual Report, Balance Sheet and Income and Expenditure Account duly audited shall be presented at the Annual General Meeting. At the Annual General Meeting officers of the Association as defined in Clause 15 and the Auditors shall be elected and members of the Board of Management as defined in Clause 16. 5

27. SPECIAL GENERAL MEETING A Special General Meeting of members shall be convened by the Executive Officer on receiving a requisition signed by the President, or the Chairperson of the Association or not less than twenty (20) members, and stating the business to be brought forward. Such meeting shall be held within twenty-one days after receiving such requisition, and the Executive Officer shall give not less than fourteen (14) day's notice to all Life Members, Honorary Members and to the Secretary of each Club affiliated with the Association at the time of receiving such requisition. A special General Meeting shall consider only those matters set out in the notice of Meeting. Voting at any Special General Meeting shall be limited to Life Members and to one vote for each Senior Team affiliated with the Association at the time of receiving the requisition for the Meeting and to one vote for each Club affiliated with the Association at the time of receiving the requisition for the Meeting but not otherwise entitled to vote. At all Special General Meetings voting shall be determined by a show of hands,unless a secret ballot is requested by any member, in which case a ballot shall be taken forthwith in the manner prescribed by the Chairperson of the Meeting. 28. QUORUM AT GENERAL MEETINGS A quorum at General Meetings of the Association shall be fifty (50) members and delegates entitled to vote at the meeting. In the event of a Meeting lapsing for want of a quorum, no business shall be transacted thereat. The Meeting shall stand adjourned to the same time, day and place in the next week unless otherwise arranged, in which event the Executive Officer shall give at least three (3) day's notice to Life Members,Honorary Members, and to the Secretary of each Club affiliated with the Association at the time of receiving the requisition. 29. MEETINGS The Board of Management may at its discretion convene such other meetings as it thinks necessary to consider any matters pertaining to the affairs of the Association. At all meetings (including General Meetings of the Association) each Club affiliated with the Association in the season in which the meeting is held shall be represented at such meeting by at least one official delegate or proxy delegate. Failure to do so will result in a $50 fine imposed on the club 30. CHAIRPERSON OF MEETINGS The President, or in his/her absence the Vice-President, or in the absence of both the President and Vice-President, the Chairperson of the Association, or a member elected by those present shall occupy the chair at all General Meetings. The Chairperson of the Association shall occupy the chair at all meetings other than General Meetings. In his/her absence a member elected by those present shall occupy the chair, provided that if a Vice- Chairperson has been elected pursuant to Clause 19 and is present at the meeting, such Vice- Chairperson shall occupy the chair. The Chairperson of any meeting shall have authority on every point of order. In case of doubt or difficulty the usual mode of parliamentary procedure shall be adopted. 31. BY-LAWS The Board of Management may from time to time make such By-Laws and regulations not inconsistent with these Rules as it shall think fit for carrying out and giving effect to the Rules of the Association and relating to all matters in connection therewith, and any By-Laws and Regulations lawfully made by the Board of Management shall have the same force and effect as if they were Rules of Association, and were embodied herein. The Board of Management may from time to time alter, vary or rescind any By-Laws or Regulations made by it. 32. SEAL The Seal of the Association shall be affixed by the authority of the Board of Management only and shall be affixed by the Executive Officer or some other person appointed by the Board of Management who shall sign every document to which the Seal is affixed in the presence of any other officer of the Association who shall sign such document as an officer of the Association. 6

33. FINANCIAL YEAR The financial year of the association shall be the period of twelve months ending on the 30 th June in each year. 34. AFFILIATION FEES The annual affiliation fees for clubs shall be fixed by the Board of Management and shall be payable in the manner decided by it. Any club failing to pay any affiliation fee or authorised part thereof on the due date shall be liable to a penalty of 10% of the outstanding amount. Any Club failing to pay in full all affiliation fees including any penalty imposed as a result of those overdue payments by the conclusion of the penultimate minor round game shall not be eligible to participate in finals. 35. LEVIES The Board of Management shall have power to strike a levy on clubs at any time, such levy shall be passed by a two-thirds majority vote of those present at any duly convened meeting of the Board of Management. 36. ENTRANCE FEES Any club wishing to enter a team in the Association, such team not having played in the Association in the previous season, shall pay an entrance fee of an amount to be fixed by the Board of Management. The Board of Management at its discretion may remit the whole or any part of an entrance fee otherwise payable. 37. FINES The Board of Management shall have power to impose fines on any club for any breach of the Rules or By-Laws or for the non-payment by the due date of any moneys due to the Association and shall have power to enforce such fines in such manner as it thinks fit. 38. CHEQUE SIGNING OFFICERS The Board of Management shall appoint from its members such cheque-signing officers as it deems necessary and no payment shall be made by cheque unless signed by at least two of the appointed cheque-signing officers. 39. ALTERATIONS TO CONSTITUTION AND RULES The Constitution and Rules shall not be amended, annulled or added to except by consent of a two-third majority of members present and entitled to vote at an Annual General Meeting or Special General Meeting and provided that notice of motion of the resolution and the full text thereof shall be set out in the notice of meeting. 40. DISSOLUTION No person shall have any beneficial interest in any of the property of assets of the Association, and in the event of the dissolution of the Association the property or assets remaining after payment or discharge of the Association's liabilities shall be applied in such manner in connection with the game of cricket or other recreation or recreations or for such charitable purposes as the Association at the time of dissolution shall decide. 7