[Group] VMR Constitution Review

1. [Group] VMR Constitution Review February 2010

2. Objectives for the Review • Why are we here? • To review the groups constitution • To bring it up to date and align it with other groups in Western Australia • What do we aim to achieve? • An agreed version of a new constitution that meets the needs of our group

3. The Game Plan To complete the review we need to look atthe following areas: 1. Groups Name, Objectives & Powers 2. Group Membership 3. The Committee 4. Roles & Responsibilities 5. Elections & Voting 6. Proceedings & Meetings 7. Miscellaneous items 8. Where to from here?

4. Group Name, Objectives & Powers Section One:

5. Group Name • A decision was made at the 2009 VMRWA AGM that group names would change. • New group names would be:[Group location] Volunteer Marine Rescueeg. Peaceful Bay Volunteer Marine Rescue Bremer Bay Volunteer Marine Rescue • The aim being to provide consistency across the State for the groups. • It was also recognised that this would require a number of changes legally and so groups could defer the name change until they were redoing their constitutions.

6. Objectives • Assist the State and Federal Authorities in marine search and rescue operations in Western Australian Waters. • We do this by: • Providing crew, craft, equipment and communication facilities for marine search and rescue operations. • Providing assistance in co-ordinating the efforts of our personnel and other organisations called upon during marine search and rescue operations.

7. Objectives: • Ensuring our personnel have the skills to do their jobs safely and effectively by providing opportunities for professional development and training. • Developing and maintaining strategic partnerships and networks with other organisations to enable the sharing of knowledge and expertise. • Promoting the education of the boating public in the principles of safe boating and survival at sea. • Property and income of the Association shall be applied solely to the promotion and administration of the objects of the association.

8. Powers of VMRWA – Current Constitution • General Powers • Standard Powers as set out by Section 13 of the Associations Incorporation Act 1987. • Make allowance for additional Rules, Regulations and by-laws for the group. • Specific Powers • None required

9. Questions: • Does the group want any additional objectives? • Does the group want any additional Powers?

10. Group Membership Section Two

11. Membership Types • Active Members • Individuals whose activities and skills can assist the group to achieve its objectives. • Prepared to be involved in the day to day operations of the group. • Have full voting rights at general meetings. • Non-Active Members • Open to persons desiring to support the activities of the association. • Not involved in day to day operations of the group. • No voting rights unless specifically granted at time they became a member.

12. Membership Types • Life Members • Honorarium conferred for long and meritorious service. • No voting rights unless specifically granted at time they became a member. • Other Members • Discretionary membership category for corporate sponsors, specialist members etc. • Not generally involved in day to day operations of the group but may be brought in for specific project activities. • No voting rights unless specifically granted at time they became a member.

13. The Process of becoming a Member • Application for Membership • Application Form • Proposed by an active member & seconded by another. • Acceptance / Rejection of Membership • Application dealt with at committee meeting • Notification of Acceptance / Rejection • Process for appeal if rejected. • Commencement of Membership from date of acceptance.

14. The Process of becoming a Member • Subscriptions • Annual subscription • Determination of Subscription amount at a general meeting • Pay within 3 months of subscription falling due • Cessation of membership due to non-payment • Within 3 months • Unless otherwise agreed by the committee

15. Reasons for Cessation of Membership • Non payment of Subscription • Resignation by Member • Notice in writing • liability of any dues • Expulsion of Member • Try mediation first • Notice given – why, when discussed • Meeting to discuss • Voting for expulsion • Right of appeal • Liability of any dues

16. Questions: • Any additional membership types? • Any changes to constitution wording?

17. The Committee, its Roles & Responsibilities Sections Three & Four

18. Association Structure • The Association represented at the AGM who have overall interest in the association comprises of: • The Committee of Management • All Active Members • All Life Members • All Non-Active & other members

19. Management Committee Structure • On-going management of the affairs shall be provided exclusively by the committee of Management: • Commander • Vice Commander • Member Representatives (nominally two) • Secretary • Treasurer • Public Relations • Communications Officer • Operations Officer

20. Other Committees • The Rules of Association allow for the creation of sub-committees.

21. Questions: • How many member representatives do you want for your group? • What other support roles do you have or need, in addition to those listed? • Put a definition around each additional role?

22. Elections & Voting Section 5:

23. Election of Committee • Elections for Management Committee will take place at each AGM. • Term of office is for a 2 year period. (half the committee each year). • All active members are eligible. • Committee member may re-nominate him/herself. • If voting required, it will be by postal vote. • Appointments may be made if positions cannot be filled through nominations.

24. Election of Committee • Eligibility • Must be an active, paid up member to be eligible. • Current committee members are eligible to renominate • Nominations • In writing, proposed and seconded • Nominee willing to take on role • Nomination closing date 28 days prior to AGM

25. Election of Committee • Process for when there is only one nominee for a position. • Secretary/Treasurer to report accordingly • President declares the nominee duly elected at the AGM. • Process for when there are multiple nominees for a position. • Postal vote • Secretary to prepare voting papers & send out • 21 days prior to AGM • Process for vacancies that occur mid-term. • Committee may appoint a member to fill vacancy • Appointed member to hold office until next election • Appointed member eligible for election at next election.

26. Voting • Voting process for elections. • Postal Vote • Returns date • Simple majority – 1st across the line • Voting count at AGM • Voting process for resolutions. • Open Ballot at a general meeting • Simple majority – 1st across the line • Chairperson or 3 active members may demand a secret ballot

27. Voting • Voting rights • President – casting & deliberative vote • Each member has single vote • Secret Ballots • 3 members eligible to vote may request • Requirement for independent returning officer • Proxy voting • A member may appoint a proxy to vote at general meetings. • Committee member can appoint another committee member to vote at committee meetings. • Proxies must be done in writing.

28. Questions: • Current process is for postal voting prior to AGM for elections. Some groups conduct nominations and voting within the AGM. • How does the group wish to run the election process? • Wording changes?

29. Proceedings & Meetings Section Six

30. Proceedings & Meetings • Meeting Types • Management Committee Meetings • General Meetings • Annual General Meetings • Special General Meetings

31. Proceedings & Meetings • Management Committee Meeting • Meet not less than 4 times a year. • Commander , or half the committee may convene a meeting • Each committee member has a deliberative vote • Questions arising shall be decided by a majority of votes. Person presiding has a casting vote. • Quorum – five committee members (nominal) • Procedure and order of business determined by members present. • Pecuniary interests – s21 & s22 of Act

32. Proceedings & Meetings • General Meetings • Annual General Meeting • convene as per s23 of Act (within 4 mths of end of financial year) • Order of business • Consideration of accounts & reports of committee • Any other business requiring consideration • Election of committee members • Quorum - One half plus one of total number of members. • Each active member has a deliberative vote

33. Proceedings & MeetingsGeneral Meetings • Special General Meeting • convened at any time by management committee. • Written request from 5 members (convene within 30 days) • State purpose for which meeting is required • Set out any motion required • Signed and dated by member secretary • If meeting not convened within 30 days members can convene themselves as if they were the committee. • Need to be supplied member register • Association covers all reasonable costs of holding meeting • Appeal of member expulsion (convene within 30 days) • If meeting not convened within 30 days, member can convene as if they were the committee • Need to be supplied member register • Association covers all reasonable costs of holding meeting

34. Proceedings & MeetingsGeneral Meetings • General Meetings • Not less than 21 days notice of a general meeting where special resolution is proposed. • 14 days notice of any motions to be moved • Notice given when & where meeting to be held • Particulars and order of business to be transacted (agenda) • Notice can be given by sending it by post. • Quorum - half plus 1 of total number of members • If no quorum meeting lapses or is adjourned • If no quorum on adjourned meeting, the meeting can proceed anyway. • The president can adjourn a meeting if agreed by the attendees. • No additional business can be transacted at a reconvened general meeting other than what was left unfinished at previous meeting. • If more than 30 days elapses from adjournment can call fresh meeting. • Ordinary resolution decided by a majority of votes • Special resolution – s24 act passed by 75% of voters present

35. Proceedings & Meetings • Minutes • Secretary/Treasurer responsible for proper minutes of all general meetings and committee meetings • Minutes to be done within 30 days. • President to check and sign as correct • Minutes to be of a form • That clearly expresses the text of the minutes • Clearly states decisions made • Understood by all members • Correspondence tabled should be recorded and attached to the minutes • Minutes form evidence that the meeting • Took place • Was duly convened • All proceedings did in fact take place • All appointments or elections are valid • Copies of minutes to be made available to all members

36. Questions: • Have we covered all types of minutes, reports, information flow necessary? • Anything missing? • Format for constitution?

37. Miscellaneous Items Section seven

38. Miscellaneous Items • Rules of the Association • Alteration or rescinding of rules • s17 to s19 of the Act • Rules are binding to all members • Common seal of Association • Association has common seal • Only used with permission of the committee • Every use of sea recorded in minute book • Affixing seal to be witnessed by 2 of President, Vice President or Secretary/treasurer. • Secretary/treasurer has custody.

39. Miscellaneous Items • Inspection of records of Association • A member may at any reasonable time inspect the records. • Acceptable forms of communication • Electronic forms of communication • Fax and email • Disputes & Mediation • Mediation process outlined • Otherwise resolve in accordance with the act or at law.

40. Miscellaneous Items • Dissolution of the Association • 75% of members vote to dissolve at a Special General Meeting called for that purpose. • Property donated where donator asked for it back if the association disbands should receive that property back. • Any property left over shall be distributed to: • Another like minded incorporated association, or • For charitable purposes • A distribution plan is required • Plan needs to be authorised by DOCEP and ATO.

41. Where to from here? Section: eight

42. Where to from here? • New constitution worded • Who to do the draft and by when • Review by committee • Circulate and request comments back by specific date. • Send out to association members • Circulate and request comments back by specific date. • Notify members of Special Resolutions on agenda for AGM • Have 3 resolutions as an agenda item at next AGM. • Special Resolution for Name change • Special Resolution for change to objects of the Association • Special Resolution for changes to rules of the Association. • Submit to DoCfor approval • Form 5 plus supporting documentation • Application Fee