(Adopted at Annual General Meeting held on 23 February 2000)
1. NAME OF ASSOCIATION
The name of the Association is
The Saint Andrew Society of Western Australia.
- In this Constitution, unless the contrary intention appears Society means the Society referred to in Rule one.
- Committee means the Committee of Management of the Society referred to in Rule Nine.
- Committee Member means a person referred to in Rule Nine.
- Committee Meeting means a meeting referred to in Rule Eleven.
- General Meeting means a meeting convened under Rule Twelve or Rule Thirteen.
3. OBJECTIVES OF THE SOCIETY
The objectives of the Society are:
a. To encourage the meeting together of Scots and others interested in Scotland and Scottish culture.
b. To encourage and foster Scottish dancing, singing, literature and other such cultural activities.
c. To make contact with Scots visiting or working in Western Australia.
d. To assist generally in arrangements for visits to Scotland by people from Western Australia, particularly by arranging for suitable contacts in Scotland.
e. To support other Scottish cultural institutions.
f. To encourage the wearing of highland dress.
g. To celebrate St Andrew’s Day and such other Scottish occasions as the Committee may from time to time determine.
The property and income of the Society shall be applied solely towards the promotion or implementation of the objectives of the Society and no part of that property or income may be paid or otherwise distributed directly or indirectly to Members, except in good faith in the promotion or implementation of those objectives.
4. QUALIFICATION FOR MEMBERSHIP OF THE SOCIETY
a. Membership is open to all persons without distinction of race, sex or citizenship who have, in the opinion of the Committee, a substantial connection with Scotland or a genuine interest in furthering the objectives of the Society.
b. Each candidate for Membership shall be proposed and seconded by financial Members of the Society. The Committee shall consider each application at a Committee Meeting and shall accept or reject that application at its absolute discretion. No reasons for rejection shall be given and a rejected candidate shall have no right to call upon the Committee to give reasons for such a rejection.
5. CLASSES OF MEMBERSHIP OF THE SOCIETY
a. Ordinary Members are Members who comply with Rule 4a and are over age of eighteen years.
b. Life members are Members who, following nomination and acceptance by the Committee as Ordinary Members, have applied to pay a Life Subscription of a sum ten times the then current Annual Subscription. If such applications are approved by the Committee, the applicants will be accorded the status of Life Member.
c. Honorary Life Members are Members nominated and elected by the Membership at an Annual General Meeting as Honorary Life Members in recognition of outstanding service to the Society. Honorary Life Members shall not be required to pay Membership subscriptions.
d. Interstate/Overseas Members are Ordinary Members currently resident interstate or overseas and who have been retained on the Membership list. Such Members are returned to Ordinary Membership on return to this State and on informing the Secretary.
e. Patrons of the Society may be appointed at any Annual General Meeting.
6. REGISTER OF MEMBERS OF THE SOCIETY
The Secretary shall on behalf of the Society keep and maintain the register of Members
7. SUBSCRIPTION OF MEMBERS OF THE SOCIETY
a. The nomination fee and the annual subscription shall be as directed by the Committee and ratified by simple majority of the financial Membership present at an Annual General Meeting.
b. Each Ordinary Member shall pay to the Treasurer, annually on or before the date of the Annual General Meeting, the amount of the subscription determined under Rule 7a.
c. An Ordinary Member is a financial member for the purposes of these rules if the subscription is paid by the relevant date fixed by Rule 7b.
d. Subject to rule 7c, a Member whose subscription remains unpaid within twelve months after the relevant date fixed by Rule 7b ceases to be a Member, unless the Committee decides otherwise.
8. EXPULSION OF MEMBERS OF THE SOCIETY
If, in the opinion of the Committee, any Member has behaved in a manner which is unbecoming of a Member of the Society, the Committee shall have the power to revoke that Membership.
9. COMMITTEE OF MANAGEMENT
a. The affairs of the Society shall be managed exclusively by a Committee of Management
- the Chieftain
- the Vice-Chieftain
- the Honorary Secretary
- the Honorary Treasurer
- the Immediate Past Chieftain
- not less than two no more than six other Members
all of whom shall be financial Members of the Society elected to Membership of the Committee at an Annual General Meeting or co-opted by the existing Committee.
b. The Committee’s term of office shall be one year.
c. Subject to the provisions of rule 9a the Committee shall determine:
- the election to Membership and the termination of Membership;
- the manner of investment of funds;
- any fund-raising activities, including charges for functions;
- the disposal of profits in accordance with Society objectives;
- the maintenance of correct books of accounts and of minutes of meetings;
- the manner of execution of contracts and other documents binding on the Society and
- the custody of securities, books, papers and other effects of the Society.
10. CASUAL VACANCIES IN MEMBERSHIP OF COMMITTEE
A casual vacancy occurs in the office of a Committee Member, and that office becomes vacant, if the Committee Member:
a. dies, or
b. resigns by notice in writing delivered to the Secretary, or
c. is absent from more than three consecutive Committee Meetings, or three Committee Meetings in the same financial year of which he or she has received notice, without tendering an apology to the person presiding at each of those Committee Meetings, or
d. ceases to be a Member of the Society.
11. COMMITTEE MEETINGS
a. The Committee shall meet together for the dispatch of business not less than 10 times a year and the Chieftain may at any time convene a meeting of the Committee.
b. Each Committee Member has a deliberative vote.
c. A question arising at a Committee Meeting shall be decided by a majority of votes, but if there is an equality of votes, the person presiding at the Committee Meeting shall have a casting vote, in addition to a deliberative vote.
d. At a Committee Meeting, half of the total Membership of the Committee shall constitute a quorum.
e. Subject to these rules, the proceedings and order of business to be followed at a Committee Meeting shall be determined by the Committee Members present at the Committee Meeting.
12. ANNUAL GENERAL MEETING
The Annual General Meeting shall be held every year no later than March 1, after at least 21 days notice has been given to all Members:
- to receive the Chieftain’s Report;
- to receive and approve the audited accounts for the previous year;
- to elect a Chieftain, office bearers and other Committee Members;
- to ratify the nomination fee and subscriptions for the current year;
- to appoint auditors of the Society and the duration of such appointment,
- to consider any other business related to the objectives of the Society.
13. SPECIAL GENERAL MEETING
A Special General Meeting may be called at any time, if the Committee considers it necessary, by giving 21 days notice, and must be called within 28 days if the Committee receives a written request signed by at least one-quarter of the financial Members.
a. The quorum for a Committee Meeting shall be half of the Membership of the Committee.
b. The quorum for the Annual General Meeting shall be one-fifth of the financial Membership.
c. The quorum for a Special General meeting shall be one-third of the financial Membership.
d. Should a Special General Meeting fail to have a quorum then a further Special General Meeting shall be called, giving 14 days notice and financial Members attending that meeting shall form a quorum.
15. POWERS OF THE SPECIAL GENERAL MEETING
The Special General Meeting shall have the power, by a simple majority of financial Members present and voting:
a. to remove any Committee Member from office, or
b. to decide any dispute arising between a Member or ex-Member and the Societyor any office-bearer of the Society, or
c. to decide any other business which may be raised in accordance with Rule 13.
A Special General Meeting shall have the power, by a three-quarters majority of financial Members present and voting:
a. To decide on the dissolution of the Society;
b. in the event of such dissolution, to decide on the manner of disposal of assets and the discharge of liabilities of the Society and/or to appoint a liquidator.
c. in the event of a disposal any net assets are to be given to an institution or organisation with objectives similar to those in Rule 3.
In no event may the assets of the Society be returned to Members.
17. AMENDMENT OF CONSTITUTION
a. To be valid, any proposed amendment to the Constitution shall be discussed at the Annual General Meeting or at a Special General Meeting.
b. Proposed amendments shall be circulated to the Membership in accordance with Rule 12 or Rule 13.
c. Alteration to the Constitution shall be voted upon and, to be valid, shall obtain the consent of greater than two-thirds majority of the financial Members present at the meeting.
18. MINUTES OF MEETINGS OF THE SOCIETY
a. The secretary shall cause proper minutes of all proceedings of all General Meetings and Committee Meetings to be taken.
b. The chairperson shall ensure that the minutes taken of a General Meeting or Committee Meeting are checked and signed as correct by the chairperson of the General meeting or Committee Meeting to which those minutes relate.
19. VOTING RIGHTS OF MEMBERS OF THE SOCIETY
Subject to these rules, each financial Member present in person at a General Meeting is entitled to a deliberative vote.
20. COMMON SEAL OF ASSOCIATION
a. The Society shall have a common seal on which its corporate name shall appear in legible characters.
b. The common seal of the Society shall not be used without the express authority of the Committee and every use of the common seal shall be recorded.
c. The affixing of the common seal of the Society shall be witnessed by any two of the Chieftain, the Secretary and the Treasurer.
d. The common seal of the Society shall be kept in the custody of the Secretary.