Fly Fishers world-wide share a common bond. In the main, we are all dedicated to enhancing the quality of the waters where we fish; the health of the quarry for which we fish; and the knowledge and skill of our colleagues and ourselves. Further, we share these common values:
The Sydney Fly Rodders’ Club was started in June 1994 as an incorporated Club under the NSW Associations Incorporation Act 1984. The Club was incorporated on 1 July 1994. The incorporation number is Y1989035.
The objectives of our Club as set out in our Rules are:
The Club’s Rules sets out the purpose of the Club and the rules under which it operates. The Rules are available, on request, to all members and prospective members, from the Secretary. It is available on the website and also registered with the NSW Department of Fair Trading.
This guide is not meant to have the legal standing or the rigor of the Rules, it’s purpose is to provide detailed operating procedures under the umbrella coverage of the Club Rules.
To ensure that every effort is made to welcome new members and to encourage them to participate in Club activities, new members:
The Club has a New Member Liaison Officer who will identify resources within and outside the Club particularly for new members with little fly fishing experience so that they can become involved in Club activities and make their fly fishing a more fulfilling experience.
Sydney Flyrodders’ Club is an inclusive Club welcoming applicants over the age of 18 who wish to join the Club. To become a member, an applicant has to pay a Joining Fee ($50 as at 2017) and an annual membership fee ($50 as at 2017) as well as abide by the Club Rules.
Applicants younger than 18 can also join the Club as Junior Members at half the fees of ordinary members. However, Junior Members must be under the supervision of a parent or guardian at all Club activities.
Associate Membership is available to immediate family members (partners, children and grandchildren) of a regular member. Associate membership is obtained via our membership application process at a cost of $11 ($1 joining fee and $10 annual fee)
The Club also has a country membership category. Members outside of the Sydney Region can join at a reduced fee of $25 and a reduced annual fee of $25.
Visitors are welcome to attend Club meetings and selected Club functions. Visitors can find out about the Club from a number of sources including the Club’s website, fishing magazines, fishing tackle retailers and of course club members. Club members are also encouraged to invite visitors to attend Club meetings and selected Club functions. Visitors at Club meetings are to be identified and made welcome, as every visitor is a potential new member. However, our insurance does not cover visitors on Club outings, it is for this reason that outings are restricted to members only.
The committee structure is decided by the committee of the day, compliant with the minimum requirements set out in the “Club Rules”. Any changes to the committee structure must be detailed in the Club’s newsletter and approved by the membership at the meeting after distribution of the newsletter.
Currently the committee comprises an Executive of
as well as general committee members taking responsibility for areas such as: Editor; Events Planning; New Member Liaison; etc.
Committee Election - General
A new committee is elected every year at the Annual General Meeting in August.
Committee Election - Process
The election of Club office bearers occurs at the Annual General Meeting. The agenda of the meeting includes: Apologies, Confirmation of Minutes of previous Annual General Meeting, Presentation and Adoption of the Presidents Report, Presentation and Adoption of the Treasurer’s Report and Election of Office Bearers and Committee. A vote of thanks is then extended to the outgoing Committee and a welcome is extended to the incoming Committee. No other business may be transacted at this meeting. The meeting is chaired by the Club’s Secretary.
A notice of the Annual General Meeting must be advertised 31days before the meeting. A call for nomination of office bearers must occur 31 days before the Annual General Meeting.
Role of the Committee
The committee is responsible for running the Club on behalf of its members. The committee usually meets once a month to oversight the activities of the Club. The Committee meetings are chaired by the President, or a member of the Executive nominated by the President if the President is unavailable. Extraordinary meetings of the Committee can be called on the request by any member of the Executive Committee, or by a request in writing by minimum of 10 percent of the Club members . The agenda is set by the Chair and Secretary in consultation with committee members.
The dates and locations of Committee meetings are detailed in the newsletter. The outcomes of the Committee meetings are available for perusal by Club members on request to the Secretary. Club members are also welcome to attend as observers and, on the invitation of the chair, to participate.
In general, committee decisions and sub-committee decisions are consensus decisions and formal voting is not required. A formal vote on an issue can be initiated by any committee member. If a formal vote is taken the decisions of the Committee will reflect the proposition supported by a majority of the committee members represented at that meeting. In the event of a tied vote the Chair may exercise a second or casting vote. Should a committee member be unable to attend, that committee member can nominate another Club member to represent them. Proxy votes are not accepted.
Committee Delegations - Financial
All expenditure on Club business must have prior approval of the Committee. The Committee may provide pre-approval for the expenditure of funds for projects and events. For Club activities requiring funding, the Project Leader or Event Organizer will present an indicative budget that contains an estimate of major items of expenditure and income before it is approved by the committee. When approved, this indicative budget will form an attachment to the committee minutes. Such pre-approvals will authorize the Project Leader or Event Organiser to commit the Club to expenditure of funds up to the limit approved by the Committee.
Where additional unexpected expenditure is required between committee meetings, on previously approved projects, such additional expenditure up to $200 may be approved by the email approval of the President, the Treasurer and the Secretary. Where one of the three above approvers is not contactable, a Vice President may substitute as an approver. All correspondence regarding funding approvals must copy the Treasurer. Wherever possible, the Club via the Treasurer, should be invoiced directly for all expenditure.
The Committee will review a detailed record of income and expenditure at its monthly meetings and this review will be attached to the outcomes of the Committee meetings.
The only members of the Executive authorised to pay out Club funds are the:
Payments made by the Club must be authorised and documented by at least two members of the Executive who will not gain financially from the payments made. Where cash payments are made, the receipt obtained must be endorsed by two Executive members at the time of the payment.
Sydney Flyrodders is currently covered by a: Combined Amateur Sports Insurance Policy issued by Sportcover Australia Pty Ltd. The Policy PMEL99/0054914 covers all financial members for the following:
These By-Laws were last updated on 28th Jan 2021 to include the supervision of junior members by a parent or guardian and the inclusion of the new membership category of Associate membership.
Committee roles and Responsibilities
Leads the Club in a way that enables it to thrive and develop. This is achieved by providing a vision for fly fishing and associated activities for the benefit of all members.
The President also:
1. Chairs Club meetings.
2. Chairs Committee meetings.
3. Coordinates and supports the work of the committee.
4. Represents and champions the Club in the broader community.
Vice Presidents 
Assist the President in the general running of the Club. They also stand in for the President in chairing Committee and Club meetings and meetings outside the Club. Each Vice President assists three members of the General Committee to ensure that they are getting the support needed for the smooth running of the Club.
Ensures that the Club operates efficiently and ensures that its interactions within the community reflect well on the Club.
The Secretary also:
1. Maintains membership records.
2. Organises correspondence.
3. Provides a Secretary’s report at each Club meeting.
4. Ensures Club meetings run smoothly.
5. Writes minutes of Club and Committee meetings.
Is responsible for the Club’s finances.
The Treasurer also:
1. Maintains up-to-date records of the Club’s financial position.
2. Provides a Treasurer’s report at all Committee and Club meetings.
3. Maintains records in a manner that enables an independent auditor to undertake an annual audit of the Club’s financial position as required by law.
4. Receives, pays out and invests monies in line with the Club’s procedures.
The Castmaster coordinates casting activities associated with Club functions.
1. Ensures that there are enough experienced casters to help inexperienced casters at monthly fly casting clinics and at Club functions.
2. Organises activities such as casting days, workshops, demonstrations or casting competitions.
The Meetings committee member coordinates activities, which ensure that Club meetings run efficiently.
1. Ensures that appropriate audiovisual facilities are available to guest speakers.
2. Ensures that all members and visitors are greeted and made welcome.
3. Organises members to:
3.1 Obtain raffle prizes.
3.2 Sell raffle tickets.
3. Run the video library.
The Education committee member coordinates educational activities, which include:
1. Maintenance of the video library.
2. Production of the newsletter.
3. Liaison with other committee members to ensure that events give members the opportunity to improve their skills and broaden their exposure to the diverse range of activities associated with fly-fishing.
4. Manages the maintenance of the Club’s web site.
The Events committee member coordinates the organisation of Club functions and competitions. He also identifies members who are willing to organise and run one or more of the Club’s outings or competitions.
The Environment committee member coordinates the Club’s participation and representation in activities such as:
2. NSW Fisheries, Environmental Protection Authority or Water Authorities.
The Fly Tying committee member is responsible for the Club’s entire fly tying activities. These include:
1. Fly tying nights.
Sydney Fly Rodders’ Club Incorporated Rules and Statements of Purposes
Part 1 - PRELIMINARY
1. (1) In these rules:
“the Club” means the Sydney Flyrodders’ Club Incorporated;
“ordinary member” means a member of the committee who is not an office-bearer of the Club as referred to in rule 17 (2);
(a) the person holding office under these rules as secretary of the Club; or
(b) if no such person holds that office - the public officer of the Club;
“special general meeting” means a general meeting of the Club other than an annual general meeting;
“the Act” means the Associations Incorporation Act 1984;
“the Regulation” means the Associations Incorporation Regulation 1994.
(2) In these rules:
(a) a reference to a function includes a reference to a power, authority, and duty; and
(b) a reference to the exercise of a function includes, if the function is a duty, a reference to the performance of the duty.
(3) The provisions of the Interpretation Act 1987 apply to and in respect of these rules in the same manner as those provisions would so apply if these rules were an instrument made under the act.
Part 2 - OBJECTIVES
2. The objectives of the Club are:
(a) to further the sport of fly fishing;
(b) to provide services to the members via various activities, with the object of encouraging the development of individual members skill and knowledge of the sport;
(c) to promote, and to educate members in, the maintenance of the environment associated with fly fishing.
Part 3 - MEMBERSHIP
3. A person is qualified to be a member of the Club if, but only if:
(a) the person is a person referred to in section 15 (1)(a), (b) or (c) of the Act and has not ceased to be a member of the Club at any time after incorporation of the Club under the Act; or
(b) the person is a natural person who has been approved for membership of the Club by the committee of the Club.
APPLICATION FOR MEMBERSHIP
4. (1) An application from a person for membership of the Club;
(a) must be made by the applicant in writing or by email
(b) must be lodged with the secretary, or other office bearer, of the Club.
(2) As soon as practicable after receiving an application for membership, the secretary, or other office bearer, must refer the application to the committee which is to determine whether to approve or to reject the application.
(3) If the committee determines to approve an application for membership, the secretary must, as soon as practicable after that determination, notify the applicant of that approval and request the applicant to pay the sum payable under these rules by a member as entrance fee and annual subscription.
(4) If the committee determines to reject an application for membership, the secretary must, as soon as practical after that determination, notify the applicant of that rejection.
(5) The committee cannot use the following as reasons to reject an application for membership:
(a) a person’s sex; or
(b) a person’s religious beliefs; or
(c) a person’s racial origin
(6) The secretary must, on payment by the applicant of the amounts referred to in clause (3) enter the applicant name in the register of members and, on the name being so entered, the applicant becomes a member of the Club.
5. (1) The committee may at its own discretion elect a nonmember who has made a significant contribution to the sport of fly fishing to be an honorary member of the Club provided that the number of such honorary members shall not, at any time, exceed ten.
(2) An honorary member shall be exempt from rule 11 of the Club.
(3) An honorary member shall not be eligible to vote at annual general meetings, nor special general meetings
(4) An honorary member shall not be eligible to be nominated for, nor nominate, or second, a member for;
(a) an office bearer of the Club; or
(b) an ordinary member of the committee
(5) An honorary member of the Club shall have the same rights, privileges and obligations as a member of the Club except as provided by clauses (2), (3) and (4).
6. (1) The committee may at its own discretion elect a member to be a life member of the Club, provided that the number of such life members of the Club shall not, at any time, exceed ten.
(2) To be eligible for life membership, a member should:
(a) have held continuous membership of the Club for at least ten calendar years; and
(b) have made, in the opinion of the committee;
(i) a significant contribution to the promotion of the Club; or
(ii) a significant contribution to the sport of fly fishing.
(3) A life member shall be exempt from rule 11 of the Club.
(4) A life member of the Club shall have the same rights, privileges, and obligations as a member of the Club except as provided by clause (3).
CESSATION OF MEMBERSHIP
7. A person ceases to be a member of the Club if the person:
(a) dies; or
(b) resigns membership; or
(c) is expelled from the Club; or
(d) not being an honorary member, or life member, fails to pay the annual membership fee.
MEMBERSHIP ENTITLEMENTS NOT TRANSFERABLE
8. A right, privilege or obligation which a person has by reason of being a member of the Club:
(a) is not capable of being transferred or transmitted to another person; and
(b) terminates on cessation of the person’s membership.
RESIGNATION OF MEMBERSHIP
9. (1) A member of the Club is not entitled to resign that membership except in accordance with this rule.
(2) A member of the Club who has paid all amounts payable by the member to the Club in respect of the member’s membership may resign from membership of the Club by first giving to the secretary written notice of at least one month of the member’s intention to resign and, on the expiration of the period of notice, the member ceases to be a member.
(3) If a member of the Club ceases to be a member under clause (2), 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.
REGISTER OF MEMBERS
10. (1) The Secretary of the Club must establish and maintain a register of members of the Club specifying the name and address of each person who is a member of the Club together with the date on which the person became a member.
(2) The register of members must be kept at the principal place of administration of the Club and must be open for inspection, free of charge, by any member of the Club at any reasonable hour.
FEES AND SUBSCRIPTIONS
11. (1) A member of the Club must, except as provided by clause (3),on admission to the membership, pay to the Club a fee of $1 or, if some other amount is determined by the committee, that other amount.
(2) In addition to any amount payable by the member under clause (1), a member of the Club must, except as provided by clause (3), pay to the Club an annual membership fee of $2 or, if some other amount is determined by the committee, that other amount:
(a) except as provided by paragraph (b), before 1 July in each calendar year; or
(b) if the member becomes a member on or after 1 July in any calendar year - on becoming a member and before 1 July in each succeeding calendar year.
(3) A member who has not reached the age of 18 years on 1 July in each calendar year shall pay 50 per cent of the fees stipulated in clauses (1) and (2).
12. The liability of a member of the Club to contribute towards the payment of the debts and liabilities of the Club or the costs, charges and expenses of the winding up of the Club is limited to the amount, if any, unpaid by the member in respect of membership of the Club as required by rule 11.
RESOLUTION OF INTERNAL DISPUTES
13. Disputes between members (in their capacity as members) of the Club, and disputes between members and the Club, are to be referred to a community justice centre for mediation in accordance with the Community Justice Centres Act 1983.
DISCIPLINING OF MEMBERS
14. (1) A complaint may be made by any member of the Club that some other member of the Club:
(a) has persistently refused or neglected to comply with a provision or provisions of these rules; or
(b) has persistently and willfully acted in a manner prejudicial to the interests of the Club.
(2) On receiving such a complaint, the committee:
(a) must cause notice of the complaint to be served on the member concerned; and
(b) 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
(c) must take into consideration any submissions made by the member in connection with the complaint.
(3) The committee may, by resolution, expel the member from the Club or suspend the member from membership of the Club 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.
(4) If the committee expels or suspends a member, the secretary must, within 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 15.
(5) The expulsion or suspension does not take effect:
(a) until the expiration of the period within which the member is entitled to appeal against the resolution concerned; or
(b) if within that period the member exercises the right of appeal, unless and until the Club confirms the resolution under rule 15 (4), whichever is the later.
RIGHT OF APPEAL OF DISCIPLINED MEMBER
15. (1) A member may appeal to the Club in general meeting against a resolution of the committee under rule 14, within 7 days after notice of the resolution is served on the member, by lodging with the secretary a notice to that effect.
(2) 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.
(3) On receipt of a notice from a member under clause (1), the secretary must notify the committee which is to convene a general meeting of the Club to be held within 28 days after the date on which the secretary received the notice.
(4) At a general meeting of the Club convened under clause (3):
(a) no business other than the question of the appeal is to be transacted; and
(b) the committee and the member must be given the opportunity to state their respective cases orally or in writing, or both; and
(c) the members present are to vote by secret ballot on the question of whether the resolution should be confirmed or revoked.
(5) If at the general meeting the Club passes a special resolution in favour of the confirmation of the resolution, the resolution is confirmed.
Part 4 - THE COMMITTEE
POWERS OF THE COMMITTEE
16. The committee is to be called the committee of management of the Club and, subject to the Act, the Regulation and these rules and to any resolution passed by the Club in general meeting:
(a) is to control and manage the affairs of the Club; and
(b) may exercise all such functions as may be exercised by the Club, other than those functions that are required by these rules to be exercised by a general meeting of members of the Club; and
(c) 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 Club.
CONSTITUTION AND MEMBERSHIP
17. (1) Subject in the case of the first members of the committee to section 21 of the Act, the committee is to consist of:
(a) the office-bearers of the Club; and
(b) at least 3 ordinary members,
each of whom is to be elected at the annual general meeting of the Club under rule 18.
(2) The office-bearers of the Club are to be:
(a) the president;
(b) the treasurer;
(c) the secretary; and
(d) any other position, or positions, deemed necessary by the committee, from time to time, for the efficient operation of the Club’s affairs.
(3) Each member of the committee is, subject to these rules, 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.
(4) In the event of a casual vacancy occurring in the membership of the committee, the committee may appoint a member of the Club to fill the vacancy and the member so appointed is to hold office, subject to these rules, until the conclusion of the annual general meeting next following the date of the appointment.
(5) There is no maximum number of consecutive terms that a committee member may hold office.
ELECTION OF MEMBERS
18. (1) Nominations of candidates for election as office-bearers of the Club or as ordinary members of the committee:
(a) must be made in writing, signed by 2 members of the Club and accompanied by the written consent of the candidate (which may be endorsed on the form of the nomination); and
(b) must be delivered to the secretary of the Club at least 21 days before the date fixed for holding of the annual general meeting at which the election is to take place.
(2) 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.
(3) If insufficient further nominations are received, any vacant positions remaining on the committee are taken to be casual vacancies.
(4) If the number of nominations received is equal to the number of vacancies to be filled, the persons nominated are taken to be elected.
(5) If the number of nominations received exceeds the number of vacancies to be filled, a ballot is to be held.
(6) The ballot for the election of office-bearers and ordinary members of the committee is to be conducted at the annual general meeting in such usual and proper manner as the committee may direct.
19. (1) The secretary of the Club must as soon as practicable after being appointed as secretary, lodge notice with the Club of his or her address.
(2) It is the duty of the secretary to keep minutes in either written or electronic form of:
(a) all appointments of office-bearers and members of the committee;
(b) the names of members of the committee present at a committee meeting or a general meeting; and
(c) all proceedings at committee meetings and general meetings.
(3) Minutes of proceedings at a meeting must be signed by the chairperson of the meeting or by the chairperson of the next succeeding meeting.
20. It is the duty of the treasurer of the Club to ensure:
(a) that all money due to the Club is collected and received and that all payments authorised by the association are made; and
(b) that correct books and accounts are kept showing the financial affairs of the Club, including full details of all receipts and expenditure connected with the activities of the Club.
21. For the purpose of these rules, a casual vacancy in the office of a member of the committee occurs, if the member:
(a) dies; or
(b) ceases to be a member of the Club; or
(c) becomes an insolvent under administration within the meaning of the Corporations Law; or
(d) resigns office by notice in writing given to the secretary; or
(e) is removed from office under rule 22; or
(f) becomes a mentally incapacitated person; or
(g) is absent without the consent of the committee from all meetings of the committee held during a period of 6 months.
REMOVAL OF MEMBER
22. (1) The Club 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 by resolution appoint another person to hold office until the expiration of the term of office of the member so removed.
(2) If a member of the committee to whom a proposed resolution referred to in clause (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 Club, the secretary or the president may send a copy of the representations to each member of he Club 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.
MEETINGS AND QUORUM
23. (1) The committee must meet at least 3 times in each period of 12 months at such place and time as the committee may determine.
(2) Additional meetings of the committee may be convened by the president or by any member of the committee.
(3) 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.
(4) Notice of a meeting given under clause (3) must specify the general nature of the business to be transacted at the meeting and no business other than that business is not to be transacted at the meeting, except business which the committee members present at the meeting unanimously agree to treat as urgent business.
(5) 50% of the members of the committee constitute a quorum for the transaction of the business of a meeting of the committee. If the number of committee members is less than the number required to make a quorum (i.e. less than 6), then the existing committee members may appoint enough association members to establish a quorum.
(6) 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, or such time and place as may be unanimously agreed on by the members of the committee.
(7) Oral or written notice of an adjourned 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 adjourned meeting.
(8) 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.
(9) At a meeting of the committee:
(a) the president or, in the president’s absence, the secretary is to preside; or
(b) if the president and secretary 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.
(10) Use of technology at committee meetings:
Committee meetings can be held at 2 or more venues using any technology the committee approves. Whatever technology is used, it must give each committee member a reasonable opportunity to participate. Committee members who participate at a committee meeting using such technology have the same rights as members who are present at the meeting, including voting rights.
DELEGATION BY COMMITTEE TO SUB-COMMITTEE
24. (1) The committee may, by instrument in writing, delegate to one or more sub-committees (consisting of such member or members of the Club as the committee thinks fit) the exercise of such of the functions of the committee as are specified in the instrument, other than:
(a) this power of delegation; and
(b) a function which is a duty imposed on the committee by the Act or by any other law.
(2) 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.
(3) A delegation under this section 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.
(4) Despite any delegation under this rule, the committee may continue to exercise any function delegated.
(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.
(6) The committee may by instrument in writing, revoke wholly or in part any delegation under this rule.
(7) A sub-committee may meet and adjourn as it thinks proper.
VOTING AND DECISIONS
25. (1) 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 sub-committee present at the meeting.
(2) 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.
(3) Subject to rule 23 (5), the committee may act despite any vacancy on the committee.
(4) 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.
Part 5 - GENERAL MEETINGS
ANNUAL GENERAL MEETINGS - HOLDING OF
26. (1) The Club must, at least once in each calendar year and within the period of 6 months after the expiration of each financial year of the Club, convene an annual general meeting of its members.
(2) Clause (1) has effect subject to any extension or permission granted by the Commissioner under section 26 (3) of the Act.
ANNUAL GENERAL MEETING - CALLING OF AND BUSINESS AT
27. (1) The annual general meeting of the Club is, subject to the Act and to rule 26, to be convened on such date and at such place and time as the committee thinks fit.
(2) In addition to any other business which may be transacted at an annual general meeting, the business of an annual general; meeting is to include the following:
(a) to confirm the minutes of the last preceding annual general meeting and of any special general meeting held since that meeting;
(b) to receive from the committee reports on the activities of the Club during the last preceding financial year;
(c) to elect office-bearers of the Club and ordinary members of the committee;
(d) to receive and consider the statement which is required to be submitted to members under section 26 (6) of the Act.
(3) An annual general meeting must be specified as such in the notice convening it.
SPECIAL GENERAL MEETINGS - CALLING OF
28. (1) The committee may, whenever it thinks fit, convene a special general meeting of the Club
(2) The committee must, on the requisition in writing of at least 10 per cent of the total number of members, convene a special general meeting of the Club.
(3) A requisition of members for a special general meeting:
(a) must state the purpose or purposes of the meeting; and
(b) must be signed by the members making the requisition; and
(c) must be lodged with the secretary; and
(d) may consist of several documents in a similar form, each signed by one or more of the members making the requisition.
(e) members have the option to make and send their request for a special general meeting electronically.
(4) If the committee fails to convene a special general meeting to be held within 1 month after that date on which a requisition of members for the meeting is lodged with the secretary, any one or more of the members who made the requisition may convene a special general meeting to be held not later than 3 months after that date.
(5) A special general meeting convened by a member or members as referred to in clause (4) must be convened as nearly as is practicable in the same manner as general meetings are convened by the committee and any member who consequently incurs expense is entitled to be reimbursed by the Club for any expense so incurred.
29. (1) Except if the nature of the business proposed to be dealt with at a general meeting requires a special resolution of the Club, the secretary must, at least 14 days before the date fixed for the holding of the general meeting, cause to be sent by pre-paid post or electronically to each member at the member’s address appearing in the register of members, a notice specifying the place, date and time of the meeting and the nature of the business proposed to be transacted at the meeting.
(2) If the nature of the business proposed to be dealt with at a general meeting requires a special resolution of the Club, the secretary must, at least 21 days before the date fixed for the holding of the general meeting, cause notice to be sent to each member in the manner provided in clause (1), the intention to propose the resolution as a special resolution.
(3) No business other than that specified in the notice convening a general meeting is to be transacted at the meeting except, in the case of an annual general meeting, business which may be transacted under rule 24 (2).
(4) A member desiring to bring any business before a general meeting may give notice in writing of that business to the secretary who must include that business in the next notice calling a general meeting given after receipt of the notice from the member.
30. (1) No item of business is to be transacted at a general meeting unless a quorum of members entitled under these rules to vote is present during the time the meeting is considering that item.
(2) 10% of the Club’s membership at the time of a general meeting present in person (being members entitled under these rules to vote at a general meeting) constitute a quorum for the transaction of the business of a general meeting.
(3) If within half an hour after the appointed time for the commencement of a general meeting a quorum is not present, the meeting:
(a) if convened on the requisition of members, is to be dissolved; and
(b) in any other case, is to stand adjourned to the same day in the following week at the same time and (unless another place is specified at the time of the adjournment by the person presiding at the meeting or communicated by written notice to members given before the day to which the meeting is adjourned) at the same place.
(4) If at the adjourned meeting a quorum is not present within half an hour after the time appointed for the commencement of the meeting, the members present (being at least 5) is to constitute a quorum.
31. (1) The president or, in the president’s absence, the secretary, is to preside as chairperson at each general meeting of the Club.
(2) If the president and the secretary are absent or unwilling to act, the members present must elect one of their number to preside as chairperson at the meeting.
32. (1) The chairperson of a general meeting at which a quorum is present may, with consent of the majority of members present at the meeting, adjourn the meeting from time to time and place to place, but no business is to be transacted at an adjourned meeting other than the business left unfinished at the meeting at which the adjournment took place.
(2) If a general meeting is adjourned for 14 days or more, the secretary must give written or oral notice of the adjourned meeting to each member of the Club stating the place, date and time of the meeting and the nature of the business to be transacted at the meeting.
(3) Except as provided in clauses (1) and (2), notice of an adjournment of a general meeting or of the business to be transacted at an adjourned meeting is not required to be given.
MAKING OF DECISIONS
33. (1) A question arising at a general meeting of the Club is to be determined on a show of hands and, unless before or on the declaration of the show of hands a poll is demanded, a declaration by the chairperson that a resolution has, on a show of hands, been carried or carried unanimously or carried by a particular majority or lost, or an entry to that effect in the minute book of the Club, is evidence of the fact without proof of the number or proportion of the votes recorded in favour or against that resolution. A
(2) At a general meeting of the Club, a poll may be demanded by the chairperson or by at least 3 members present in person or by proxy at the meeting.
(3) If a poll is demanded at a general meeting, the poll must be taken:
(a) immediately in the case of a poll which relates to the election of the chairperson of the meeting or to the question of the meeting or to the question of an adjournment; or
(b) in any other case, in such manner and at such time before the close of the meeting as the chairperson directs,
and the resolution of the poll on the matter is taken to be the resolution of the meeting on that matter.
34. A resolution of the Club is a special resolution:
(a) if it is passed by a majority which comprises at least three-quarters of such members of the Club as, being entitled under these rules so to do, vote in person or by proxy at a general meeting of which at least 21 days’ written notice specifying the intention to propose the resolution as a special resolution was given in accordance with these rules; or
(b) where it is made to appear to the Commissioner that it is not practicable for the resolution to be passed in the manner specified in paragraph (a), if the resolution is passed in a manner specified by the Commissioner.
35. (1) On any question arising at a general meeting of the Club a member has one vote only.
(2) Votes may be given personally or by proxy but no member, other than the chairman, may hold more than 5 proxies. A resolution put to a vote at a general meeting being held using technology can be decided using a suitable method that the committee determines.
(3) In the case of an equality of votes on a question at a general meeting, the chairperson of the meeting is entitled to exercise a second or casting vote.
(4) A member or proxy is not entitled to vote at any general meeting of the Club unless all money due and payable by the member or proxy to the Club has been paid, other than the amount of the annual subscription payable in respect of the then current year.
APPOINTMENT OF PROXIES
36. (1) Each member is entitled to appoint another member as proxy by notice given to the secretary no later than 24 hours before the time of the meeting in respect of which the proxy is appointed.
(2) The notice appointing the proxy is to be in the form set out in Appendix 2 to these rules.
Part 6 – MISCELLANEOUS
37. (1) The Club must affect and maintain insurance under section 44 of the act.
(2) In addition to the insurance required under clause (1), the Club may affect and maintain other insurance.
FUNDS - SOURCE
38. (1) The funds of the Club are to be derived from entrance fees and annual subscriptions of members, donations and, subject to any resolution passed by the Club in general meeting, such other sources as the committee determines.
(2) All money received by the Club must be deposited as soon as practicable and without deduction to the credit of the Club’s bank account.
FUNDS - MANAGEMENT
39 (1) The assets and income of the Club shall be applied in such manner as the committee determines solely in furtherance of its objectives stated in rule 2 and no portion shall be distributed directly or indirectly to the members of the Club except as bona fide compensation for services rendered or expenses incurred on behalf of the Club.
(2) In the event of the Club being dissolved, the amount that remains after such dissolution and the satisfaction of all debts and liabilities shall be transferred to any association or Club with similar purposes which is not carried on for the profit or gain of its individual members.
(3) All cheques, drafts, bills of exchange, promissory notes and other negotiable instruments must be signed by any 2 members of the committee or employees of the Club, being members or employees authorised to do so by the committee.
ALTERATION OF OBJECTS AND RULES
40. The statement of objects and these rules may be altered, rescinded or added to only by a special resolution of the Club.
41. (1) The common seal of the Club must be kept in the custody of the public officer.
(2) The common seal must not be affixed to any instrument except by the authority of the committee and the affixing of the common seal must be attested by the signatures either of 2 members of the committee or of 1 member of the committee and of the public officer or secretary.
CUSTODY OF BOOKS
42. Except as otherwise provided by these rules, the public officer must keep in his or her custody or under his or her control all records, books and other documents relating to the Club.
INSPECTION OF BOOKS
43. (1) The records, books and other documents of the Club must be open to inspection, free of charge, by a member of the Club at any reasonable hour.
(a) records, books and other financial documents of the association,
(b) this constitution,
(c) minutes of all committee meetings and general meetings of the association.
(2) A member of the association may obtain a copy of any of the documents referred to in subclause (1) on payment of a fee of not more than $1 for each page copied.
(3) Despite subclauses (1) and (2), the committee may refuse to permit a member of the association to inspect or obtain a copy of records of the association that relate to confidential, personal, employment, commercial or legal matters or where to do so may be prejudicial to the interests of the association.
SERVICE OF NOTICES
44. (1) For the purpose of these rules, a notice may be served by or on behalf of the Club on any member either personally or by sending it by post to the member’s address shown in the register of members.
(2) If a document is sent to a person by properly addressing, prepaying and posting to the person a letter containing the document, the document is, unless the contrary is proved, taken for the purposes of these rules to have been served on the person at the time at which the letter would have been delivered in the ordinary course of the post.
The financial year of the association is:
(a) the period of time commencing on the date of incorporation of the association and ending on the following 30 June, and
(b) each period of 12 months after the expiration of the previous financial year of the association, commencing on 1 July and ending on the following 30 June.
Schedule 3 (Associations Incorporation Regulation 2016)
Conduct of postal or electronic ballots
(1) The committee must:
(a) cause the details of the matter on which the ballot is to be held to be set out in a statement, and
b) fix the dates for:
(i) the forwarding of postal ballot papers, or the giving of access to electronic ballot papers, to members, and
(ii) the closing of the ballot, and
(c) appoint a returning officer for the ballot.
(2) Every ballot must be conducted by the returning officer appointed by the committee.
2 Returning officers
(1) A member of the association or a person who is not a member of the association may be appointed as a returning officer.
(2) Despite subclause (1), a committee member of the association may not be appointed as a returning officer.
(3) The returning officer may be assisted in the performance of his or her duties by any person (who would be eligible to be a returning officer) appointed by the returning officer.
3 Preparation of voting roll
(1) The returning officer must prepare a roll of the full names and addresses of the members of the association who are eligible to vote.
(2) A person whose name is on the roll is entitled to vote in the ballot, and no person is otherwise so entitled.
4 Electronic voting
(1) This clause applies to a ballot for determination of a matter by the association that is to be conducted by means of electronic voting.
(2) Electronic voting is to be by means of email or other electronic means determined by the committee.
(3) Without limiting subclause (2), the other electronic means of voting may include requiring voters to access a voting website and to vote in accordance with directions contained on that website.
(4) The returning officer must ensure that the form for the electronic ballot paper contains:
(a) instructions for completing the voting paper, and
(b) the question to be determined, and
(c) the means of indicating the voter’s choice on the question to be determined.
(5) The returning officer must, at least 14 days (or 21 days in the case of a special resolution) before the date fixed for the closing of the ballot, give each person entitled to vote:
(a) access to an electronic ballot paper, or to a voting website or electronic application containing an electronic ballot paper, that complies with this clause, and
(b) access to information about:
(i) how the ballot paper must be completed, and
(ii) the closing date of the ballot, and
(iii) if voting is by email—the address where the ballot paper is to be returned, and
(iv) if voting is by other electronic means, the means of accessing the electronic voting system and how the completed electronic ballot paper is to be sent to the returning officer.
(6) Each person entitled to vote must vote in accordance with the instructions contained in the information.
(7) If the ballot is a secret ballot, the returning officer must ensure that the identity of the voter cannot be ascertained from the form of the electronic ballot paper.
(8) An electronic ballot paper must be sent to the returning officer no later than the close of the ballot.
(9) The returning officer must ensure that all electronic ballot papers are stored securely until the counting of the votes begins.
5 Postal voting
(1) This clause applies to a ballot for the determination of a matter by the association that is to be conducted by means of postal voting.
(2) The returning officer must prepare ballot papers that contain:
(a) instructions for completing the voting paper, and
(b) the question to be determined, and
(c) a box opposite and to the left of each question.
(3) The returning officer must, at least 14 days (or 21 days in the case of a special resolution) before the date fixed for the closing of the ballot, give each person entitled to vote:
(a) a ballot paper prepared in accordance with this clause, and
(b) a notice describing:
(i) how the ballot paper must be completed, and
(ii) the closing date of the ballot, and
(iii) the address where the ballot paper is to be returned, and
(c) a returning envelope addressed to the returning officer and the reverse side of which is noted or printed with the name and address of the member and, if the ballot is a secret ballot, an envelope marked “Voting Paper”.
(4) Each person entitled to vote must vote by marking the ballot paper in accordance with the instructions contained in the notice.
(5) If the ballot is a secret ballot, a voter must, after completing the ballot paper:
(a) enclose and seal the ballot paper in the envelope marked “Voting Paper
(b) enclose and seal that envelope in the returning envelope addressed to the returning officer, and
(c) give the envelope to the returning officer so that it is received no later than the close of the ballot.
(6) If the ballot is not a secret ballot, a voter must, after completing the ballot paper:
(a) enclose and seal the ballot paper in the returning envelope addressed to the returning officer, and
(b) give the envelope to the returning officer so that it is received no later than the close of the ballot.
(7) On receipt of a returning envelope, the returning officer must:
(a) compare the information on each returning envelope with the information on the voting roll to confirm that the vote was cast by a person entitled to vote in the ballot, and
(b) ensure that the ballot papers are securely stored until the counting of the votes begins.
(8) A voter may give a returning envelope to the returning officer by post or personal delivery.
6 Informal votes
(1) A ballot paper of a voter who votes by means of electronic voting or postal voting is informal if the voter has failed to record a vote in accordance with the information provided by the returning officer.
(2) Despite subclause (1), if, in the opinion of the returning officer, a voter’s intention is clearly indicated on a ballot paper for a postal vote, the ballot paper is not informal merely because it contains an unnecessary mark.
(3) If voting is carried out by electronic voting using a voting website or other electronic application (but not if voting is by email), the website or application is to provide a warning message to a person casting an informal vote that the proposed vote is informal.
7 Ascertaining result of ballot
(1) As soon as practicable after the close of the ballot for a postal vote, the returning officer must:
(a) in the case of a secret ballot, open the envelopes marked “Voting Paper” and remove the ballot papers, and
(b) in the case of any ballot, reject as informal any ballot papers that do not comply with the requirements of this Regulation, and
(c) ascertain the result of the ballot by counting the votes not rejected.
(2) As soon as practicable after the close of a ballot conducted by electronic voting, the returning officer must:
(a) review all information and reports about the electronic ballot, and
(b) reject as informal any votes that do not comply with the requirements of this Regulation, and
(c) ascertain the results of the electronic ballot.
8 Statement by returning officer
(1) The returning officer must make out and sign a statement of the result of the ballot. Page 29 Associations Incorporation Regulation 2016 [NSW] Schedule 3 Conduct of postal or electronic ballots Published LW 26 August 2016 (2016 No 538)
(2) On the declaration of the returning officer of the result of the ballot, the committee must cause an entry to be made in the minute book showing the result of the ballot.
(3) The returning officer must forward a copy of the statement to the chairperson of the committee who must announce the result of the ballot at the next general meeting.
9 Notification of result of ballot for special resolutions
In the case of a special resolution, the association must cause the result of the ballot to be notified in writing to its members as soon as practicable after the ballot.
10 Retention of ballot papers
(1) The returning officer must retain:
(a) all ballot papers, and
b) all rejected returning envelopes relating to postal voting, and
(c) all records relating to electronic voting (whether formal or otherwise), and
(d) all rolls, used in connection with the conduct of the ballot, in accordance with this clause.
(2) The returning officer must retain those items in secure storage for a period of not less than 8 weeks after the date fixed for the closing of the ballot unless directed in writing by the committee to retain those items for a longer period.