AUSTRALIA INDONESIA ASSOCIATION (ACT) CONSTITUTION 

AIM

1. The aim of the Australia Indonesia Association (ACT) is to promote friendship and understanding between the people of Australia and the people of Indonesia.

INTERPRETATION

2. Unless inconsistent with the context, all words in this Constitution importing the masculine shall be deemed to include the feminine and all words importing the singular shall be deemed to include the plural and vice versa. The President at all times shall interpret the meaning and intent of the Constitution subject to the right of a General Meeting to dissent from such ruling.

3. In these rules, unless a contrary intention appears-

"financial year" means the year ending on 31 August;

"member" means a member, however described, of the association;

"ordinary committee member" means a member of the committee who is not an office-bearer of the association;

"secretary" means the person holding office under these rules as secretary of the association or, where no such person holds that office, the public officer of the association;

"the Act" means the Associations Incorporation Act 1991;

"the Regulations" means the Associations Incorporation Regulations.

“the Corporate Member” means the Embassy of the Republic of Indonesia.

Part 1 – MEMBERSHIP

4. There are five separate categories of membership: single, family, corporate, student, and honorary life. Membership is open to all persons who support the aim of the Association, but persons may be admitted to, or excluded from, membership at the discretion of the Committee. 

5. A family or person wishing to apply for membership is to lodge an application along with the appropriate annual subscription to the Secretary.  As soon as practical after receiving the application for membership, the Secretary shall refer the application to the committee which shall determine whether to approve or reject the application. 

6. No person may exercise any rights or privileges as a member until duly admitted and the membership subscription has been paid. The Committee shall maintain a Register of Members. 

7. Persons who have achieved significant recognition in activities that have promoted the aim of the Association. may be nominated for consideration by the Committee to be invited to accept Honorary Life Membership. 

8. The various subscription rates for membership categories shall be determined from time to time by the Committee, subject to the agreement of members at a General Meeting. Subscriptions are payable from 1 September. Those who have not paid by 31 October will no longer be members and their names will be deleted from the Register of Members.  New members accepted between 1 June and 31 August will be financial until 31 August of the following year.  

9. A family or person ceases to be a member of the association if they-

a. die;

b. resign from membership of the association;

c. are expelled from the association; or

d. fail to renew membership by payment of the prescribed annual subscription.

10. Where the committee is of the opinion that there is a need to discipline a member, any action to expel or suspend a member for a specified period is to be in accordance with the provisions in the model rules for the Act, at that time.
 

Part 2 - COMMITTEE

Powers of the committee 

11. The committee, subject to the Act, the Regulations, these rules, and to any resolution passed by the association in general meeting-

a. shall control and manage the affairs of the association;

b. may exercise all such functions as may be exercised by the association other than those functions that are required by these rules to be exercised by the association in general meeting; 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 affairs of the association. 

12. The Committee shall consist of no more than thirteen members: a President, two Vice-Presidents (one of whom shall be Indonesian), a Secretary and a Treasurer, two representatives nominated by the Corporate Member, and five other members. If a new President is elected, the outgoing President shall assume the title of Immediate Past President. The Immediate Past President will be an ex-officio member of the Committee. Unless otherwise determined by a General Meeting of members, all office bearers of the Association shall be honorary.  A person is not eligible to simultaneously hold more than one position on the committee. 

13. All members of the Association shall be eligible for election to any position on the Committee, provided they have been admitted to membership of the Association by 31 May of the year of the Annual General Meeting. 

14. All nominations for Committee shall be on the prescribed form signed by a proposer and a seconder, each of whom must be a current financial member of the Association, and by the nominee. The nomination must be received by the Secretary up to and including 5 pm, 31 August.

15. In the event of there being more nominations than the number of vacancies, a ballot shall be conducted in such manner as the Committee may direct.
 

16. Members of the Committee shall be elected at the Annual General Meeting and hold office for one year. They will continue in office until their successors are elected or they are re-elected. 

17. In the event of there being an insufficient number of candidates to fill the vacancies, the elected Committee may, at its discretion, co-opt members of the Association to serve on the Committee. 

18. The Committee may likewise fill casual vacancies arising during the term of its office.

19. The Committee shall have power to constitute subcommittees, the membership of which shall be drawn from members of the Association.

20. Committee Meetings shall be held monthly, with the exception of January. The President shall have power to call special meetings when deemed necessary.

21. Oral or written notice of a meeting of the committee shall be given by the secretary to each member of the committee at least 48 hours (or such other period as may be unanimously agreed upon by the members of the committee) before the time appointed for the holding of the meeting.  Notice of a special committee meeting  shall specify the general nature of the business to be transacted at the meeting and no business other than that business shall be transacted at the meeting, except business which the committee members present at the meeting unanimously agree to treat as urgent business.

22. Five, to include at least the President or one Vice President plus either the Secretary or the Treasurer, shall constitute a quorum of the Committee. In the event that the Committee is inquorate the meeting will reconvene within a week. The reconvened meeting shall take place regardless of the quorum.

23. For the purpose of taking decisions by vote at meetings of the Committee, each Committee member present, including the Chairman, shall have one vote. In the event of a tied vote, the Chairman shall have the casting vote. 

24. If any member of the Committee shall be absent from three consecutive meetings without leave of absence or without a reasonable excuse, that position shall be declared vacant. 

25. At the first Committee Meeting after the Annual General Meeting, the committee is to appoint one of the committee members to be the associations Public Officer.  The person must be a resident of the ACT and at least 18 years of age.  If the appointed person vacates that position a replacement is to be appointed within 14 days.  All appointments as Public Officer are to be notified to the Registrar-General’s Office within 1 month.


Secretary

26. The secretary of the association shall, as soon as practicable after being appointed as secretary, notify the association of his or her address.

27. The secretary shall keep minutes of-

a. all elections and appointments of office-bearers and ordinary committee members;

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. 

28. Minutes of proceedings at a meeting shall be signed by the person presiding at the meeting or by the person presiding at the next succeeding meeting. 

Treasurer 

29. The treasurer of the association shall-

a. collect and receive all moneys due to the association and make all payments authorised by the association; and

b. keep correct accounts and books showing the financial affairs of the association with full details of all receipts and expenditure connected with the activities of the association.

Committee Meetings 

30. Unless decided otherwise by vote of members present, the Chairman of any meeting of members or of the Committee will normally be the President or, in the absence of the President, one of the Vice-Presidents.


Part 3 - GENERAL MEETINGS

31. The Committee shall have power to convene a General Meeting of members whenever deemed necessary. Fourteen days’ notice of such meeting shall be given to members, either personally, electronically, by telephone, or by post. 

32. A General Meeting may be called at any time by a request in writing, signed by at least ten members, setting out the purpose for which such meeting is desired. Within seven days of the receipt of the request the Committee shall give members fourteen days' notice of a General Meeting, either personally, electronically, by telephone or by post.
 

Part 4 - ANNUAL GENERAL MEETING

33. An Annual General Meeting (AGM) of association members shall be held as soon as possible after 31 August, but not later than 30 September, each year. The AGM, subject to the Act, is to be convened on such date and at such place and time as the committee thinks fit.

34. The quorum of such meeting shall be twenty per cent of financial members. At such meeting the President shall present an annual report. Only those financial at the time of the Annual General Meeting are eligible to stand for a Committee position and to vote.

35. If within half an hour after the appointed time for the commencement of a general meeting a quorum is not present, the meeting if convened upon the requisition of members shall be dissolved and in any other case shall stand adjourned to the same day in the following week at the same time and (unless another place is specified at the time of 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.

36. 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 not less than 3) shall constitute a quorum.

37. The Annual General Meeting shall be notified to members in the August and September Newsletters, setting out the nature of the business proposed to be transacted. This notification must give at least 14 days’ notice of the meeting date, time and place.

38. At any General Meeting, including the Annual General Meeting, where a vote is required for any purpose, each individual member present shall be entitled to one vote; each family membership shall be entitled to up to two votes; a corporate member shall be entitled to ten votes. Absentee votes may be cast for Committee elections. In the event of a tied ballot, another ballot shall be immediately conducted. In the event of a tied vote the question shall be resolved in the negative.

39. In addition to any other business which may be transacted at an annual general meeting, the business of an annual general meeting shall be-

a. to confirm the minutes of the last preceding annual general meeting and of any general meeting held since that meeting;

b. to receive from the committee reports on the activities of the association during the last preceding financial year;

c. to receive and consider the statement of accounts  for the financial year, which runs from 1 September to 31 August, the profit and loss report and the auditors report which the committee is to take reasonable steps to ensure is completed at least 14 days before the Annual General Meeting; and

d. to elect members of the committee, including office-bearers.

40. The person presiding at a general meeting at which a quorum is present may, with the consent of the majority of members present at the meeting, adjourn the meeting from time to time and place to place, but no business shall be transacted at an adjourned meeting other than the business left unfinished at the meeting at which the adjournment took place.  Where a general meeting is adjourned for 14 days or more, the secretary shall give written or oral notice of the adjourned meeting to each member of the association stating the place, date and time of the meeting and the nature of the business to be transacted at the meeting.

Part 5 - MISCELLANEOUS

Funds-source 

41. The funds of the association shall be derived from entrance fees and annual subscriptions of members, donations and, subject to any resolution passed by the association in general meeting, such other sources as the committee determines.

42. All money received by the association shall be deposited as soon as practicable and without deduction to the credit of the association's bank account.

43. The association shall, as soon as practicable after receiving any money, issue an appropriate receipt.

Funds-management 

44. Subject to any resolution passed by the association in general meeting, the funds of the association shall be used in pursuance of the objects of the association in such manner as the committee determines. 

45. All cheques, drafts, bills of exchange, promissory notes and other negotiable instruments shall be signed by any 2 members of the committee or employees of the association, being members of the committee or employees authorised to do so by the committee. 

Common seal

46. The common seal of the association shall be kept in the custody of the secretary. 

47. The common seal shall not be affixed to any instrument except by the authority of the committee and the affixing of the common seal shall be attested by the signatures either of 2 members of the committee or of 1 member of the committee and of the secretary. 

Custody of books 

48. Subject to the Act, the Regulations and these rules, the secretary shall keep in his or her custody or under his or her control all records, books, and other documents relating to the association.

Inspection of books

49. The records, books and other documents of the association shall be open to inspection at a place in the Territory, free of charge, by a member of the association at any reasonable hour. 

Service of notice 

50. For the purpose of these rules, a notice may be served by or on behalf of the association upon any member either personally or by sending it by post to the member at the member's address shown in the register of members or electronically (email) for those members who have elected to be notified in that manner.

51. Where a document is sent to a person by properly addressing, prepaying and posting to the person a letter containing the document, the document shall, unless the contrary is proved, be deemed 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 post.

Amendments to Constitution 

52. This Constitution may be amended or altered by a General Meeting at any time, provided that written notice of the proposed amendment or alteration has been given to all members at least 21 days before the date of the meeting called to consider the amendment or alteration. Neither the objects of the association nor these rules shall be altered except in accordance with the Act. 

Non-Profit Clause

53. The assets and income of the Association shall be applied in the furtherance of its abovementioned aim and no portion shall be distributed directly or indirectly to the members of the Association except as bona fide compensation for services rendered or expenses incurred on behalf of the Association.


Dissolution Clause 

54. In the event of the Association being dissolved, the amount which remains after such dissolution and the satisfaction of all debts and liabilities, shall be paid and applied by the Committee in accordance with their powers, to any fund, institution or authority which is a non-profit organisation with an aim similar to that of the Association.  The liability of a member to contribute towards the payment of the debts and liabilities of the association or the costs, charges and expenses of the winding up of the association is limited to the amount, if any, unpaid by the member in respect of membership of the association.