Constitution
Association
for the Australian Society of Occupational Scientists
1. Name
2. Objectives
3. Income and property
4. Membership
5. Executive
6. General Meetings
7. Audit
8. Dissolution
9. Disposition of
Assets
10.
Interpretation of Constitution
11. Date
Constitution Passed
1. Name
The name shall be Association for The Australasian Society of Occupational
Scientists Inc.
Definitional statement: Occupational Science is defined as the interdisciplinary
study of humans as occupational beings.
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2. Objectives
The aims of the Association are to:
2.1. Promote occupational science to professional, community
and political groups
2.2. Facilitate interdisciplinary discussion and debate about the
relationship of occupation to health,
wellbeing and social justice
2.3. Support basic and applied research into all facets of
occupation
2.4. Maintain an organisational structure, which will promote
these aims and facilitate communication between other like groups.
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3. Income and property
The income and property of the Association is to be applied solely towards the
promotion of the objectives of the Association.
3.1. No proportion is to be paid or transferred to persons or relatives of
persons representing members of the Association except for the payment in good
faith of remuneration to any officer or servant of the Association in return for
any services actually rendered to the Association or reasonable and proper
rental for premises let by any member servant or officer to the Association or
the payment of interest on any moneys borrowed from any member of the
Association.
3.2. For the purpose of carrying out its objectives, the incorporated
association may, subject to the Associations Incorporation Act 1985 and the
association rules:
a) acquire, hold, deal with and dispose of, any real or personal property; and
b) administer any property on trust; and
c) open and operate bank accounts; and
d) invest it’s moneys:
i) in any security which trust moneys may, by Act of Parliament, be invested; or
ii) in any other manner authorised by the rules of the association
e) borrow money upon such terms and conditions as the association thinks fit;
and
f) give such security for the discharge of liabilities incurred by the
association as the association thinks fit; and
g) appoint agents to transact any business of the association on its behalf; and
h) enter into any other contract it considers necessary or desirable.
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4. Membership
4.1. Membership shall consist of individuals or institutions in Australia and
New Zealand who support the aims of the Association.
4.2. Application for membership
4.2.1. Membership shall be effective forthwith upon the proposed member
completing a membership application form (in a form approved by the Executive)
declaring that the proposed member shall abide by the constitution of the
Association and paying the membership fee (which is set annually by the
Executive). A person shall remain a member until such time as the membership
lapses, or is discontinued, as detailed in 4.3, or that person resigns as a
member of the Association in writing and delivers that written resignation to a
member of the Executive
4.3. Continuity of membership
4.3.1. Membership terminates upon resignation from the Association or if payment
of annual membership fee is more than 2 months in arrears.
4.3.2. A member may be expelled if in the opinion of the Executive that person
has brought disrepute upon the Association or has been dishonest in the conduct
of the affairs of the Association.
4.3.3. Before considering any motion to expel a member, the executive shall give
a member 14 days notice of the time and place at which the executive propose to
consider the motion for the members expulsion and invite the member to attend
the meeting to show cause why the member should not be expelled.
4.4. Register of Members
The Secretary of the Association will keep and maintain a Register of Members
containing such information as may be determined by the Executive.
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5. Executive
5.1. Management of the Association
5.1.1. The affairs of the Association will be managed by a management committee
to be known as “the Executive”.
5.1.2. Any powers of the Association not specifically referred to in the
Constitution, and not required by law to be exercised by the Association in
general meeting, may be exercised by the Executive.
5.1.3. Subject to this Constitution, at a general meeting of the Association any
powers of the Association not specifically referred to in this Constitution may
be regulated by the Association.
5.1.4. Any such regulation will not invalidate any act of the Executive which,
prior to the regulation, was valid.
5.2. Powers of Executive
Without limiting the generality of the foregoing the Executive has the power to
do any one or more of the following:
5.2.1. Purchase or otherwise acquire any books, newspapers or periodical and
dispose of them as it may think fit.
5.2.2. Determine from time to time the conditions on which, and times when,
members may use the property of the Association or part or parts thereof and
when and under what conditions the premises of the Association or any part or
parts thereof are to be used by members.
5.2.3. Appoint other officials or servants of the Association and for that
purpose to enter into contracts of employment or contracts of service upon such
terms and conditions as the Executive deems fit.
5.2.4. Delegate (subject to such conditions as it thinks fit) any of its powers
to sub-committees consisting of such members of the Executive and/or other
members of the Association co-opted for that purpose as it may determine, and to
make such regulation as to the proceedings of such sub-committee as may be
appropriate.
5.2.5. Regulate and control its own meetings and the transaction of business at
its meetings.
5.2.6. Enter into and accept any lease or tenancy of any premises for such time
or term, on such conditions and at such rent as it may deem expedient.
5.2.7. Operate bank accounts where, and as it may deem expedient, to draw, make,
accept, endorse and issue negotiable securities or instruments of whatsoever
kind or nature and to determine what officers of the Association may sign or
endorse such negotiable securities or instruments.
5.2.8. Take and defend all legal proceedings by or on behalf of the Association
and to obtain all necessary legal advice and retain legal advisers for any such
purpose.
5.2.9. Borrow, raise or secure the payment of money and to sell and dispose of
assets of the Association subject to Clause 9.
5.2.10. Make, alter and repeal regulations not inconsistent with this
Constitution regulating the use and management of the Association’s premises and
admission of members and the conduct of the Association and its affairs
generally.
5.2.11. Appoint a convenor
5.2.12. Do and perform any other act, matters and things in connection with or
relative to the management of the Association as are not by this Constitution or
by law required to be done by the Association in general meeting.
5.2.13. Appoint the Public Officer for the Association.
5.3. Composition of Executive
5.3.1. The executive is to consist of the President, Secretary, and Treasurer,
who are to be elected by the members of the Association at the Annual General
Meeting.
5.3.2. Only current members of the Association are eligible to be nominated for
election to the Executive.
5.3.3. Association members may nominate themselves for executive positions. If
there is more than one nomination for each position, Association members will
vote in a secret ballot.
5.3.4. Term of office in the Executive will be for a period of three years.
5.3.5. In the event of a casual vacancy occurring due to resignation, a special
general meeting will be held as soon as practicable to fill the vacancy
5.4. Meeting of Executive
5.4.1. The Executive will hold teleconferences for the dispatch of business so
often as the President, or in his/her absence, the Secretary, shall deem
necessary, but not less than twice a year. Except as provided in this
Constitution at least five (5) days’ prior notice is to be given to each
Executive member of a Executive Meeting and the Executive may adjourn and
otherwise regulate its meetings as it thinks fit.
5.4.2. A quorum at meetings of the Executive is two thirds of the executive.
5.4.3. At every meeting of the Executive the President, and in the President’s
absence the Secretary is to preside.
5.4.4. Questions arising at meetings of the Executive are to be decided by a
majority of votes.
5.4.5. Any member of the Executive may at any time summon a meeting in addition
to the meetings referred to in Clause 5.4.1 on not less than 48 hours notice.
5.4.6. The Executive or a quorum may act notwithstanding any vacancy in its
number. When by reason of the absence of the quorum at any meeting of the
Executive no business can be transacted, the next consideration of such business
is to be adjourned until the next meeting and the Chair and the Secretary or
other person acting in his or her place is to make a note in the minute book of
such adjournment and the reason for it.
5.5. Minutes
5.5.1. The Executive will keep and maintain a minute book showing the
resolutions proposed and passed and all other proceedings at proceeding at all
Executive and General meetings.
5.5.2. The minutes entered in the minute book and confirmed by resolution of the
executive and duly signed by the Chair of the meeting at which the minutes are
confirmed will be conclusive evidence that the proceedings minuted were regular
and actually took place.
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6. General Meetings
6.1. The Annual General Meeting will be held by means of an electronic
meeting in the month of July in each year.
6.2. All other general meetings of the Association will be Special General
Meetings.
6.3. The Secretary will whenever required by the President, or the Executive,
convene a Special General Meeting of the Association. Such meeting is to be
convened not less than seven days and not more than thirty days after receipt by
the Secretary of such request.
6.4. Notice of General Meetings
6.4.1. Not less than fourteen days’ notice of every general meeting including
the Annual General Meeting is to be given electronically or in writing to every
member.
6.4.2. Any member desiring to bring forward any business may give notice
electronically or in writing to the Secretary who will include such notice in
the Notice calling the next general meeting to be called after the receipt of
such notice.
6.5. Proceedings at General Meetings
6.5.1. Fifty percent of Members responding electronically shall constitute a
quorum for the transaction of business at any general meeting.
6.5.2. The President or Secretary shall preside as Chair-person at a General
Meeting.
6.5.3. Every resolution at any general meeting is to be decided by a majority of
the members entitled to vote and who respond electronically. Every member shall
be entitled to one electronic vote and in the case of an equality of votes the
Chair shall have the second or casting vote.
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7. Audit
7.1. The executive may appoint an auditor from time to time as deemed
necessary.
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8. Dissolution
The Association may be dissolved or wound up by a Special Resolution carried
by a majority of three quarters of the members entitled to vote an any general
or special meeting called for such purpose.
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9. Disposition of
Assets
9.1. If upon the dissolution or winding up of the Association there remain
after the satisfaction of all its debts and liabilities any property or assets
whatsoever the same is not to be paid to or distributed among the members of the
Association but should be given or transferred to some other Association or
Institution having objects similar wholly or in part to the objects of the
Association and which also prohibits the distribution of its or their income and
property among its or their members, or , alternatively to such charitable organisation/s approved under Section 78(1) (a) of the Income Tax Assessment Act
which charitable organisation/s are to be determined by the members of the
Association at or before the time of dissolution or winding up or in default or
if and in so far as effect cannot be given to such determination then such
payment or distribution shall be determined by a Judge of the Supreme Court of
Australia
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10.
Interpretation of Constitution
The Executive is to be the sole authority for the interpretation of this
Constitution and of all regulations and codes of ethics made under if and the
decision of the Executive on all matters including any matter not provided for
by this Constitution or by any regulation or provision of any code of ethics
made hereunder shall be final and binding on the members.
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11. Date
Constitution Passed
The Date on which this Constitution is passed by Special Resolution of a special
general meeting will be known as the 2002 Constitution Meeting – 24 September,
2002.
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