Constitution

Date of adoption: 22nd August 2018

1.

Introductory provisions

• Interpretation
  • In these rules:
    1. act means the Associations Incorporation Act 1981;
    2. association means the ACTIVE AND HEALTHY ALLIANCE GOLD COAST ;
    3. bylaws means the bylaws of the association;
    4. by lot means making a determination or choice by lottery. For example, this might include conducting a draw at random;
    5. casual vacancy, on the management committee, means a vacancy that happens when an elected member of the management committee resigns, dies or otherwise stops holding office;
    6. fee means a payment of money due to the association by its members;
    7. majority means more than half of all members present and voting at a management committee meeting or a general meeting;
    8. the management committee means the members for the time being constituted as provided for in the Rules;
    9. member means a person who has been duly accepted as such by the management committee in accordance with the rules and who has paid any membership fees due to the association;
    10. present means:
        5. at a management committee meeting, see rule 5.6.6; or
        6. at a general meeting, see rule 7.2.

 

1. special resolution means a resolution that is passed at a general meeting (including the annual general meeting) by the votes of at least 75% of the members who are present and voting;

• Words importing the singular include the plural where context requires or permits;
• A word or expression that is not defined in these rules, but is defined in the Act has, if the context permits, the meaning given by the

 

1.2.     Name

• The name of the incorporated association is ACTIVE AND HEALTHY ALLIANCE GOLD COAST ;

2.

Objects and powers

• Objects
  • The objects of the association are:
    1. to provide a diverse range of sport, health, fitness and wellbeing opportunities in the local area;
    2. to communicate cohesive, consistent messages to promote sport, health, fitness and wellbeing in the local area;
    3. to facilitate and foster cross sector partnerships to support the adoption of active and healthy lifestyles and position the association as the Gold Coast’s active and healthy industry representative body;
    4. to develop the capacity and support the economic development of the active and healthy industry;
    5. to do such things as are incidental or conducive to the attainment of any or all of these

 

2.2.     Powers

• The association has the powers of an
• The association may, for example:
  1. enter into contracts; and
  2. acquire, hold, deal with and dispose of property; and
  3. make charges for services and facilities it supplies; and
  4. do other things necessary or convenient to be done in carrying out its
• The association may issue secured and unsecured notes, debentures and debenture stock for the

3.

Membership

• Classes of members
  • The membership of the association consists of the following classes:

1. Ordinary:
   1. ordinary members must be an individual at least 18 years of age or a legal entity and must support the objects of the association and abide by the association’s bylaws and codes of conduct;
   2. ordinary members are entitled to vote at general meetings of the association;

• ordinary members are eligible for election to the management committee;

1. fees payable by an ordinary member can be waived or discounted by the management

 

1. Partner:
   1. partner members must be a legal entity that supports the objects of the association and abides by the association’s bylaws and codes of conduct;
   2. partner members must attend at least 60% of the associations bi-monthly networking meeting in any calendar year;

• individual representatives from partner member entities are eligible for election to the management committee;

1. fees payable by a partner member can be waived or discounted by the management

 

1. Network Partner:
   1. network partner members must be a legal entity that supports the objects, bylaws and codes of conduct of the association and must be deemed by the board to be of value to the association in pursuance of its objects;
   2. network partner members do not apply for membership. The management committee bestows membership upon network partner members;

• network partner members are not entitled to vote at general meetings of the association;

1. network partner members are not eligible for election to the board of the association;
2. fees payable by a network partner member can be waived or discounted by the

 

 

 

1. Life:
   1. life members must be an individual at least 18 years of age or a legal entity and must support the objects of the association and abide by the association’s bylaws and codes of conduct;
   2. life membership is open to persons who have rendered extraordinary and meritorious service to the association for a period of at least 10 years;

• any ordinary member, partner member or life member may recommend to the management committee a nominee for election as a life member;

1. recommendations for life membership must be in writing, signed by the member(s) making the recommendation and received by the secretary of the association no less than 14 days prior to the annual general meeting;
2. on the management committee’s approval of the recommendation, the management committee will propose the nominee for election as a life member at the annual general meeting;
3. life members must be elected by the passing of a special resolution;

• life members are not entitled to vote at general meetings of the association;
• life members are not eligible for election to the management committee;

1. life members are not required to pay membership fees to the association.

1. Honorary:
   1. honorary members must support the objects of the association and abide by the association’s bylaws and codes of conduct and must be deemed by the management committee to be of value to the association in pursuance of its objects;
   2. honorary members do not apply for membership. The management committee bestows membership upon honorary members;

• honorary members are not entitled to vote at general meetings of the association;

1. honorary members are not eligible for election to the management committee;
2. honorary members are not required to pay membership fees to the

 

• The number of members in all classes of membership is

3.2.     New membership

• An application for membership must be:
  1. in writing; or
  2. in the form decided by the management

 

3.3.     Membership fees

• The membership fee for each class of membership, other than life membership, is:
  1. the amount decided by the management committee; and
  2. payable when, and in the way, the management committee

 

3.4.     Admission and rejection of new members

• The management committee must consider an application for membership at the next management committee meeting held after it receives:
  1. the application for membership; and
  2. the appropriate membership fee for the
• The management committee must ensure that, as soon as possible after the person applies to become a member of the association, and before the management committee considers the person’s application, the person is advised:
  1. whether or not the association has public liability insurance; and
  2. if the association has public liability insurance, the amount of the insurance.
• The management committee must decide at the meeting whether to accept or reject the
• If a majority of the members of the management committee present at the meeting vote to accept the applicant as a member, the applicant must be accepted as a member for the class of membership applied
• If the management committee decides to reject an application, the secretary of the association must, as soon as practicable, give the applicant notice of the decision in a manner determined by the management

3.5.     When membership ends

• A member may resign from the association by giving a written notice of resignation to the president or secretary.
• The resignation takes effect at:
  1. the time the notice is received by the secretary; or
  2. if a later time is stated in the notice, the later
• The management committee may terminate a member’s membership if the member:
  1. is convicted of an indictable offence; or
  2. does not comply with any of the provisions of these rules; or
  3. has membership fees in arrears for at least two months; or
  4. conducts himself or herself in a way considered to be injurious or prejudicial to the character or interests of the
• If the management committee decides to terminate or suspend a member’s membership, the secretary must, within seven days of the decision, give the member written notice:
  1. setting out the decision of the committee and the grounds on which it is based;
  2. stating that the member may address the committee at a meeting to be held not earlier than seven days and not later than 21 days after the service of the notice;
  3. stating the date, place, and time of that meeting;
  4. informing the member that the member may do either or both of the following:
     1. attend and speak at that meeting;
     2. submit to the committee at or before the date of that meeting written representations relating to the

• Before the management committee terminates or suspends a member’s membership, the management committee must:

3. give the member a full and fair opportunity to make verbal representations at a meeting as mentioned in rule 3.5.4.b;
4. give due consideration to any written representations submitted to the committee by the member at or before the meeting mentioned in rule 3.5.4.b.

• If, after considering all representations made by the member, the management committee decides by resolution to terminate or suspend the membership, the secretary of the management committee must, within seven days, give the member a written notice of the

3.6.     Appeal against rejection, termination or suspension of membership

• A person whose application for membership has been rejected, or a member whose membership has been terminated or suspended, may give the secretary written notice of their intention to appeal against the decision.
• A notice of intention to appeal must be given to the secretary within seven days after the person receives written notice of the
• If the secretary receives a notice of intention to appeal, the secretary must, within 14 days after receiving the notice, call a general meeting to decide the

 

3.7.     General meeting to decide appeal

• The general meeting to decide an appeal must be held within 28 days after the secretary receives the notice of intention to
• At the meeting, the applicant must be given a full and fair opportunity to show why the application should not be rejected or the membership should not be terminated or
• Also, the management committee and the members of the management committee who rejected the application or terminated or suspended the membership must be given a full and fair opportunity to show why the application should be rejected or the membership should be terminated or
• An appeal must be decided by a majority vote of the members present and voting at the
• If a person whose application for membership has been rejected does not appeal against the decision within seven days after receiving written notice of the decision, or the applicant appeals but the appeal is unsuccessful, the secretary must, as soon as possible, refund any membership fees paid by the

 

3.8.     Register of members

• The management committee must keep a register of members of the association.
• The register must include the following particulars for each member:
  1. the full name of the member;
  2. the postal or residential address of the member;
  3. the date of admission as a member;
  4. the date of death or time of resignation of the member;
  5. details about the termination or reinstatement of membership;
  6. any other particulars the management committee or the members at a general meeting

• The register must be open for inspection by members of the association at all reasonable
• A member must contact the secretary to arrange an inspection of the register.
• However, the management committee may, on the application of a member of the association, withhold information about the member (other than the member’s full name) from the register available for inspection if the management committee has reasonable grounds for believing the disclosure of the information would put the member at risk of

 

3.9.     Prohibition on use of information on register of members

• A member of the association must not:
  1. use information obtained from the register of members of the association to contact, or send material to, another member of the association for the purpose of advertising for political, religious, charitable or commercial purposes; or
  2. disclose information obtained from the register to someone else, knowing that the information is likely to be used to contact, or send material to, another member of the association for the purpose of advertising for political, religious, charitable or commercial
• Rule 3.9.1 does not apply if the use or disclosure of the information is approved by the

 

4.

Secretary

• Appointment of secretary
  • The secretary must be an individual residing within City of Gold Coast boundaries, or within 65km of those boundaries, who is any of the following persons appointed by the management committee as secretary:
    1. a member of the association’s management committee; b. another member of the association;
    2. another person.
  • If a vacancy happens in the office of secretary, the members of the management committee must ensure a secretary is appointed for the association within one month after the vacancy
  • If the management committee appoints a person mentioned in rule 4.1.1(b) as secretary, other than to fill a casual vacancy on the management committee, the person does not become a member of the management
  • However, if the management committee appoints a person mentioned in rule 4.1.1(b) as secretary to fill a casual vacancy on the management

committee, the person becomes a member of the management committee.

• If the management committee appoints a person mentioned in rule 4.1.1(c) as secretary, the person does not become a member of the management

 

4.2.     Removal of secretary

• The management committee of the association may at any time remove a person appointed by the management committee as the
• If the management committee removes a secretary who is a person mentioned in rule 4.1.1(a), the person remains a member of the management
• If the management committee removes a secretary who is a person mentioned in rule 4.1.1(b) and who has been appointed to a casual vacancy on the management committee under rule 4.1.4, the person remains a member of the management

 

4.3.     Functions of secretary

• The secretary’s functions include, but are not limited to:
  1. calling meetings of the association, including preparing notices of a meeting and of the business to be conducted at the meeting in consultation with the president of the association; and
  2. keeping minutes of each meeting; and
  3. keeping copies of all correspondence and other documents relating to the association; and
  4. maintaining the register of members of the
• The secretary may delegate any of the functions listed in 4.3.1 to another person who also meets the criteria outlined in 4.1.1, but remains responsible for ensuring these functions are accurately completed in a timely manner.

 

5.    Management committee

• Membership of management committee
  • The management committee of the association must have at least three members, of whom one holds the position of president, another of whom holds the position of treasurer and any other members that the association members elect at a general
  • A member of the management committee, other than a secretary appointed by the management committee under rule 4.1.1(c), must be a member of the
  • The term of office for management committee positions is 2

 

• After 2 years the members of the management committee must retire from office, but are eligible, on nomination, for re-election.
• A member of the association may be appointed to a casual vacancy on the management committee under rule 4.
• A management committee member must exercise his or her powers and discharge his or her duties in good faith, in the best interests of the association for proper purpose and with a degree of care and diligence that a reasonable person would exercise in the

 

5.2.     Electing the management committee

• A member of the management committee may only be elected as follows:
  1. the secretary calls for nominations for management committee positions at least 21 days before the annual general meeting at which the election is to be held;
  2. any two members of the association may nominate another member (the candidate) to serve as a member of the management committee;
  3. nominations must be: i in writing; and
• signed by the candidate and the members who nominated him or her; and
• given to the secretary at least 14 days before the annual general meeting at which the election is to be
  1. each member present and entitled to vote at the annual general meeting may vote for one candidate for each vacant position on the management committee. Any equality in voting is resolved as follows:
• if there are two candidates and both candidates receive an equal number of votes, voting is determined by lot;
• if there are three or more candidates and two or more candidates receive an equal highest number of votes, a second vote is conducted between only those candidates who received the equal highest number of votes. In the event that following the second vote, two or more candidates receive an equal highest number of votes, voting is determined by
  1. if there is only one candidate for a position, the candidate is declared elected if approved by a majority of members present and voting. If

the candidate is not approved, nominations for the position may be taken from the floor of the meeting;

1. if, at the start of the annual general meeting, there are no candidates nominated for any position, nominations for that position may be taken from the floor of the

• A person may be a candidate only if the person:
  1. is an adult; and
  2. is not ineligible to be elected as a member under section 61A of the Act.
• A list of the candidates’ names in alphabetical order, with the names of the members who nominated each candidate, must be open for inspection by members of the association for at least seven days immediately preceding the annual general
• If required by the management committee, balloting lists must be prepared containing the names of the candidates in order determined by lot.
• The management committee must ensure that, before a candidate is elected as a member of the management committee, the candidate is advised:
  1. whether or not the association has public liability insurance; and
  2. if the association has public liability insurance, the amount of the insurance.

 

5.3.     Resignation, removal or vacation of office of management committee member

• A member of the management committee may resign from the management committee by giving written notice of resignation to the secretary.
• The resignation takes effect at:
  1. the time the notice is received by the secretary; or
  2. if a later time is stated in the notice, the later
• A member of the management committee may be automatically removed from office if that member is absent from four consecutive management committee meetings without leave of the management
• A member may be removed from office at a general meeting of the association if a majority of the members present and voting at the meeting vote in favour of removing the
• Before a vote is taken about removing the member from office, the member must be given a full and fair opportunity to show cause why he or she should not be removed from
• A member has no right of appeal against the member’s removal from office under this

• A member immediately vacates the office of management committee member in the circumstances mentioned in section 64(2) of the

 

5.4.     Vacancies on management committee

• If a casual vacancy happens on the management committee, the continuing members of the management committee may appoint another member of the association to fill the vacancy until the next annual general
• With the exception of the positions of president and treasurer, the continuing members of the management committee may act despite a casual vacancy on the management
• If the number of management committee members is less than the number fixed under rule 5.7.1 as a quorum of the management committee, the continuing members of the management committee may act only to:
  1. increase the number of management committee members to the number required for a quorum; or
  2. call a general meeting of the
• If a casual vacancy happens in the position of president or treasurer, the continuing members of the management committee may act only to:
  1. appoint another member of the association to fill the casual vacancy; or
  2. call a general meeting of the

 

5.5.     Functions of management committee

• The management committee must take all reasonable steps to ensure that the association complies with its obligations under the Act and these rules.
• Subject to these rules or a resolution of the members of the association carried at a general meeting, the management committee has the general control and management of the administration of the affairs, property and funds of the
• The management committee has authority to interpret the meaning of these rules and any matter relating to the association on which the rules are silent, but any interpretation must have regard to the Act, including any regulation made under the

Note: The Act prevails if the association’s rules are inconsistent with the Act; see section 1B of the Act.

• The management committee may exercise the powers of the association:
  1. to borrow, raise or secure the payment of amounts in a way the members of the association decide; and

5. to secure the amounts mentioned in rule 5.5.4(a) or the payment or performance of any debt, liability, contract, guarantee or other engagement incurred or to be entered into by the association in any way, including by the issue of debentures (perpetual or otherwise) charged upon the whole or part of the association’s property, both present and future; and
6. to purchase, redeem or pay off any securities issued; and
7. to borrow amounts from members and pay interest on the amounts borrowed; and
8. to mortgage or charge the whole or part of its property; and
9. to issue debentures and other securities, whether outright or as security for any debt, liability or obligation of the association; and
10. to provide and pay off any securities issued; and
11. to invest in a way the members of the association may

• For rule 5.5.4(d), the rate of interest must not be more than the current rate being charged for overdrawn accounts on money lent (regardless of the term of the loan) by:
  1. the financial institution of the association; or
  2. if there is more than one financial institution of the association, the financial institution nominated by the management

 

5.6.     Meetings of management committee

• Subject to this rule, the management committee may meet and conduct its proceedings, as it considers
• The management committee must meet at least once every four months to exercise its
• The management committee must decide how a meeting is to be
• Notice of a meeting is to be given in the way decided by the management
• The management committee may hold meetings, or permit a management committee member to take part in its meetings, by using any technology that reasonably allows the member to hear and take part in discussions as they
• A management committee member who participates in the meeting as mentioned in rule 5.6.5 is taken to be present at the
• A question arising at a management committee meeting is to be decided by a majority vote of members of the management committee present at the meeting and, if the votes are equal, the question is resolved so as to maintain the status
• A member of the management committee must not vote on a question about a contract or proposed contract with the association if the member has an interest in the contract or proposed contract and, if the member

does have an interest in the contract or proposed contract, the interest must be declared and the member must not participate in discussion or debate about the contract or proposed contract.

• The president is to preside as chairperson at a management committee meeting.
• If there is no president or if the president is not present within 30 minutes after the time fixed for a management committee meeting, the members may choose one of their number to preside as chairperson at the meeting.

 

5.7.     Quorum for, and adjournment of, management committee meeting

• At a management committee meeting, more than 50% of the members elected to the management committee as at the close of the last general meeting of the members form a
• If there is no quorum within 30 minutes after the time fixed for a management committee meeting called on the request of members of the management committee, the meeting
• If there is no quorum within 30 minutes after the time fixed for a management committee meeting called other than on the request of the members of the management committee:
  1. the meeting is to be adjourned for at least one day; and
  2. the members of the management committee who are present are to decide the day, time and place of the adjourned
• If, at an adjourned meeting mentioned in rule 5.7.3, there is no quorum within 30 minutes after the time fixed for the meeting, the meeting lapses.

 

5.8.     Special meeting of management committee

• If the secretary receives a written request signed by at least 33% of the members of the management committee, the secretary must call a special meeting of the management committee by giving each member of the management committee notice of the meeting within 14 days after the secretary receives the
• If the secretary is unable or unwilling to call the special meeting, the president must call the
• A request for a special meeting must state:
  1. why the special meeting is called; and
  2. the business to be conducted at the
• A notice of a special meeting must state:
  1. the day, time and place of the meeting; and
  2. the business to be conducted at the

• Only the business listed on the notice of a special meeting of the management committee may be conducted at a special meeting of the management
• A special meeting of the management committee must be held within 14 days after notice of the meeting is given to the members of the management

 

5.9.     Minutes of management committee meetings

• The secretary must ensure full and accurate minutes of all questions, matters, resolutions and other proceedings of each management committee meeting are entered in a minute
• To ensure the accuracy of the minutes, the minutes of each management committee meeting must be signed by the chairperson of the meeting, or the chairperson of the next management committee meeting, verifying their

 

5.10.             Delegation

• The management committee may delegate all or any of its powers and authorities, duties and functions to any person or to any committee except:
  1. the power to delegate; and
  2. a function that is a duty imposed on the management committee by the Act or by any other
• Despite any delegation under this rule, the management committee may continue to exercise all its functions, including any function that has been delegated to a subcommittee and remains accountable for the exercise of those functions at all

5.11.   Appointment of subcommittees

• The management committee may appoint one or more subcommittees consisting of members of the association considered appropriate by the management committee to help with the conduct of the association’s operations.
• Subcommittees shall have such membership, powers and duties as the management committee shall confer on them, or which the management committee shall delegate to
• Any act or thing done or suffered by a subcommittee acting in the exercise of a delegation under these rules has the same force and effect as it would have if it had been done or suffered by the management committee.
• A subcommittee may meet and adjourn as it considers appropriate, or as requested by the management
• A member of the subcommittee who is not a member of the management committee is not entitled to vote at a management committee
• A subcommittee may elect a chairperson of its
• If a chairperson is not elected, or if the chairperson is not present within 10 minutes after the time fixed for a meeting, the members present may choose one of their number to be chairperson of the
• A question arising at a subcommittee meeting is to be decided by a majority vote of the members present at the meeting and, if the votes are equal, the question is decided so as to maintain the status

 

5.12.   Acts not affected by defects or disqualifications

• An act performed by the management committee, a subcommittee or a person acting as a member of the management committee is taken to have been validly
• Rule 5.12.1 applies even if the act was performed when:
  1. there was a defect in the appointment of a member of the management committee, subcommittee or person acting as a member of the management committee; or
  2. a management committee member, subcommittee member or person acting as a member of the management committee was disqualified from being a

 

5.13.   Resolutions of management committee without meeting

• A written resolution signed by each member of the management committee is as valid and effectual as if it had been passed at a management committee meeting that was properly called and

• A resolution mentioned in rule 5.13.1 may consist of several documents in like form, each signed by one or more members of the management committee.

 

6.

Meetings of members

• Annual general meetings
  • The association’s annual general meeting must be held:
    1. at least once each year; and
    2. within 6 months after the end date of the association’s reportable financial

 

6.2.     Business to be conducted at annual general meeting

• This rule applies only if the association is:
  1. a level 1 incorporated association; or
  2. a level 2 incorporated association to which section 59 of the Act applies; or
  3. a level 3 incorporated association to which section 59 of the Act applies.

 

• The following business must be conducted at each annual general meeting of the association:
  1. receiving the association’s financial statement, and audit report, for the last reportable financial year;
  2. presenting the financial statement and audit report to the meeting for adoption;
  3. electing members of the management committee;
  4. for a level 1 incorporated association – appointing an auditor or an accountant for the present financial year;
  5. for a level 2 incorporated association, or a level 3 incorporated association, to which section 59 of the Act applies—appointing an auditor, an accountant or an approved person for the present financial

6.3.     Business to be conducted at annual general meeting of other level 2 incorporated associations

• This rules applies only if the association is a level 2 incorporated association to which section 59A of the Act
• The following business must be conducted at each annual general meeting of the association:
  1. receiving the association’s financial statement, and signed statement, for the last reportable financial year;
  2. presenting the financial statement and signed statement to the meeting for adoption;
  3. electing members of the management committee;
  4. appointing an auditor, an accountant or an approved person for the present financial

 

6.4.     Business to be conducted at annual general meeting of other level 3 incorporated associations

• This rules applies only if the association is a level 3 incorporated association to which section 59B of the Act
• The following business must be conducted at each annual general meeting of the association:
  1. receiving the association’s financial statement, and signed statement, for the last reportable financial year;
  2. presenting the financial statement and signed statement to the meeting for adoption;
  3. electing members of the management committee;

 

6.5.     Notice of general meeting

• The secretary may call a general meeting of the
• The secretary must give at least 14 days notice of the meeting to each member of the
• If the secretary is unable or unwilling to call the meeting, the president must call the
• The management committee may decide the way in which the notice must be
• However, notice of the following meetings must be given in writing:
  1. a meeting called to hear and decide an appeal against the management committee’s decision:
• to reject an applicant’s application for membership of the association; or

• to terminate or suspend a member’s membership of the association.
  1. a meeting called to hear and decide a proposed special resolution of the
• A notice of a general meeting must state the business to be conducted at the

 

6.6.     Quorum for, and adjournment of, general meeting

• The quorum for a general meeting is at least the number of members equal to the number of members on the management committee at the close of the association’s last general meeting plus
• However, if all members of the association are members of the management committee, the quorum is the total number of members less
• No business may be conducted at a general meeting unless there is a quorum of members when the meeting proceeds to
• If there is no quorum within 30 minutes after the time fixed for a general meeting called on the request of members of the management committee or the association, the meeting
• If there is no quorum within 30 minutes after the time fixed for a general meeting called other than on the request of members of the management committee or the association:
  1. the meeting is to be adjourned for at least seven days; and
  2. the management committee is to decide the day, time and place of the adjourned
• The chairperson may, with the consent of any meeting at which there is a quorum, and must if directed by the meeting, adjourn the meeting from time to time and from place to
• If a meeting is adjourned under rule 6.6.6 only the business left unfinished at the meeting from which the adjournment took place may be conducted at the adjourned
• The secretary is not required to give the members notice of an adjournment or of the business to be conducted at an adjourned meeting unless a meeting is adjourned for at least 30
• If a meeting is adjourned for at least 30 days, notice of the adjourned meeting must be given in the same way notice is given for an original meeting.

 

6.7.     Procedure at general meeting

 

• A member may take part and vote in a general meeting in person, by proxy or by

• A member who participates in a meeting as mentioned in rule 6.7.1 is taken to be present at the
• At each general meeting:
  1. the president is to preside as chairperson; and
  2. if there is no president or if the president is not present within 15 minutes after the time fixed for the meeting or is unwilling to act, the members present may choose another management committee member to be chairperson of the meeting; and
  3. if there is no management committee member present the members may choose one of their number to preside as chairperson at the meeting; and
  4. the chairperson must conduct the meeting in a proper and orderly way.

 

6.8.     Voting at general meeting

• At a general meeting, each question, matter or resolution, other than a special resolution, must be decided by a majority vote of the members present.
• Each member present and entitled to vote is entitled to one vote only and, if the votes are equal, the chairperson has a casting vote as well as a primary
• A member is not entitled to vote at a general meeting if the member’s annual subscription is in arrears at the date of the
• The method of voting is to be decided by the management
• However, if at least 20% of the members present demand a secret ballot, voting must be by secret
• If a secret ballot is held, the chairperson must appoint two members to conduct the secret ballot in the way the chairperson
• The result of a secret ballot as declared by the chairperson is taken to be a resolution of the meeting at which the ballot was

 

6.9.     Special general meeting

• The secretary must call a special general meeting by giving each member of the association notice of the meeting within 14 days after:
  1. being directed to call the meeting by the management committee; or
  2. being given a written request signed by:
• at least 33% of the number of members of the management committee when the request is signed; or
• at least the number of ordinary members of the association equal to double the number of members of the association on

the management committee when the request is signed plus one; or

1. being given a written notice of an intention to appeal against the decision of the management committee:

• to reject an application for membership; or
• to terminate or suspend a member’s
  • A request mentioned in rule 6.9.1(b) must state:
    1. why the special general meeting is being called; and
    2. the business to be conducted at the
  • A special general meeting must be held within 28 days after the secretary:
    1. is directed to call the meeting by the management committee; or
    2. is given the written request mentioned in rule 6.9.1(b); or
    3. is given the written notice of an intention to appeal mentioned in rule 6.9.1(c).
  • If the secretary is unable or unwilling to call the special meeting, the president must call the

 

6.10.   Proxies

• An instrument appointing a proxy must be in writing and be in the following or similar form:

Active and Healthy Alliance Gold Coast Inc.:

I,                                   of ,                               being

a member of the association, appoint                         of                                

as my proxy to vote for me on my behalf at the (annual) general meeting of the association, to be held on the                         day of                          20         and at any adjournment of the meeting.

Signed this                     day of                                      20

Signature                                

 

• The instrument appointing a proxy must:
  1. If the appointor is an individual—be signed by the appointor or the appointor’s attorney properly authorised in writing; or
  2. If the appointor is a corporation:
     1. be under seal; or
     2. be signed by a properly authorised officer or attorney of the corporation.

• A proxy may be a member of the association or another
• The instrument appointing a proxy is taken to confer authority to demand or join in demanding a secret

• Each instrument appointing a proxy must be given to the secretary before the start of the meeting or adjourned meeting at which the person named in the instrument proposes to
• Unless otherwise instructed by the appointor, the proxy may vote as the proxy considers
• If a member wants a proxy to vote for or against a resolution, the instrument appointing the proxy must be in the following or similar form:

Active and Healthy Alliance Gold Coast Inc.:

I,                                   of ,                               being

a member of the association, appoint                         of                                

as my proxy to vote for me on my behalf at the (annual) general meeting of the association, to be held on the                         day of                          20         and at any adjournment of the meeting.

Signed this                     day of                                      20                  Signature                                                 

This form is to be used *in favour of/*against [strike out whichever is not wanted] the following resolutions:

[List relevant resolutions]

 

6.11.   Minutes of general meetings

• The secretary must ensure full and accurate minutes of all questions, matters, resolutions and other proceedings of each general meeting are entered in a minute
• To ensure the accuracy of the minutes:
  1. the minutes of each general meeting must be signed by the chairperson of the meeting, or the chairperson of the next general meeting, verifying their accuracy; and
  2. the minutes of each annual general meeting must be signed by the chairperson of the meeting, or the chairperson of the next meeting of the association that is a general meeting or annual general meeting, verifying their
• If asked by a member of the association, the secretary must, within 28 days after the request is made:
  1. make the minute book for a particular general meeting available for inspection by the member at a mutually agreed time and place; and
  2. give the member copies of the minutes of the
• The association may require the member to pay the reasonable costs of providing copies of the

 

7.    Rules and bylaws

7.1.     Bylaws

• The management committee may make, amend or repeal bylaws, not inconsistent with these rules, for the internal management of the association.

• A bylaw may be set aside by a vote of members at a general meeting of the

 

7.2.     Alteration of rules

• Subject to the Act, these rules may be amended, repealed or added to by a special resolution carried at a general
• However, an amendment, repeal or addition is valid only if it is registered by the chief executive of the Queensland Government Office of Fair Trading.

 

7.3.     Common seal

• The management committee must ensure the association has a common seal.
• The common seal must be:
  1. kept securely by the management committee; and
  2. used only under the authority of the management
• Each instrument to which the seal is attached must be signed by a member of the management committee and countersigned by:
  1. the secretary; or
  2. another member of the management committee; or
  3. someone authorised by the management

 

8.

Finance

8.1.     Funds and accounts

• The funds of the association must be kept in an account in the name of the association in a financial institution decided by the management committee.
• Records and accounts must be kept in the English language showing full and accurate particulars of the financial affairs of the
• All amounts must be deposited in the financial institution account as soon as possible after
• A payment by the association of $100 or more must be made by cheque or electronic funds
• Any cheque or electronic funds transfer must be signed or approved by any two of the following:
  1. the president;
  2. the secretary;
  3. the treasurer;

1. any one of three other members of the association who have been authorised by the management committee to sign cheques issued by the

• However, one of the persons who signs the cheque must be the president, the secretary or the
• Cheques, other than cheques for wages, allowances or petty cash recoupment, must be crossed not
• A petty cash account may be kept on the imprest system, and the management committee must decide the amount of petty cash to be kept in any such
• All expenditure must be approved or ratified at a management committee
• The association precludes the payment to an officer or employee of the association of an amount by way of commission or allowance calculated by reference to the quantity of liquor sold or supplied by the association or the receipts of the association for such

 

8.2.     General financial matters

• On behalf of the management committee, the treasurer must, as soon as possible after the end date of each financial year, ensure a financial statement for its last reportable financial year is
• The income and property of the association must be used solely in promoting the association’s objects and exercising the association’s powers and no portion shall be paid or distributed directly or indirectly to members or their associates except as bona fide remuneration of a member for services rendered or expenses incurred on behalf of the association.

 

8.3.     Documents

• The management committee must ensure the safe custody of books, documents, instruments of title and securities of the

 

8.4.     Financial year

• The end date of the association’s financial year is 30 June in each

 

8.5.     Distribution of surplus assets to another entity

• This rule applies if the association:
  1. is wound-up under part 10 of the Act; and
  2. has surplus
• The surplus assets must not be distributed among the members of the association.
• The surplus assets must be given to another entity:

1. having objects similar to the association’s objects; and
2. the rules of which prohibit the distribution of the entity’s income and assets to its

• In this rule: surplus assets see section 92(3) of the