CONSTITUTION OF BRIDGETOWN GREENBUSHES CHAMBER OF COMMERCE AND INDUSTRY INC.
1996
1. Name of Association
The name of the Association shall be Bridgetown Greenbushes Chamber of
Commerce & Industry Inc. (“the Chamber”).
2. Interpretation
(a) In the event of any question arising as to the interpretation or application of the
rules the Executive Committee shall decide the same, subject to an appeal to a
final decision by a general meeting of the Chamber.
(b) In these Rules wherever the word “firm” appears it is deemed to include
companies and other incorporated bodies.
(c) In these Rules “The Act” means The Associations Incorporation Act 1987 (WA)
as amended.
3. Objects of The Chamber
(1) The objects of the Chamber are:-
(a) To promote and develop Tourism within the Shire to requirements of
business within this Shire.
(b) To encourage and promote the use of businesses located within the
Shire and to develop and sustain the Shire’s businesses and their
relationsip to the lifestyle expectations of its residents.
(c) To develop, encourage and promote good and productive relationships
with the Shire Council and other Government, Departments and
Agencies and to establish and maintain relations with bodies having
similar objectives throughout the State, and to communicate with
similar oganisations, public authorities or individuals on all subjects of
mercantile interest.
(d) To promote and develop Business Training and Business Development
using local delivery and facilities and to promote a high standard of
customer service.
(e) To develop sustainability and promote an appropriate Townscape and
theme for the Shire and its Townships.
(f) To invest the moneys of the Chamber in such a way as may be deemed
fit by the Executive Committee.
(2) The property and income of the Chamber shall be applied solely towards the
promotion of the objects of the Chamber 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 of those objects.
4. Qualification for Membership
(a) A candidate for membership may be any person, company or firm interested in
the various branches of trade, commerce, shipping, and similar activities, in the
Bridgetown Greenbushes Shire, who shall be duly nominated and elected, and
shall pay their subscriptions as hereinafter provided.
(b) A candidate for membership must make application in writing on the prescribed
form and must be proposed for membership by a member of the Chamber. Such
application shall be brought before the Executive Committee at its next or
subsequent meeting, when the majority of the members or the Executive
Committee then present may elect the candidate or otherwise as they deem fit.
5. Life Members
A person who has given distinguished service over a period of years to the Chamber
shall, following a resolution of the Executive Committee approved at the Annual
General Meeting, be accorded the distinction of Life Membership. A Life Member
shall not be liable for payment of the subscription.
6. Honorary Members
The Executive Committee may admit to honorary membership of the Chamber
persons distinguished in public affairs, commerce or finance and representatives
of invited appropriate organisations and such members shall not be required to pay
any subscriptions. Honorary members may attend and speak at general meetings,
but shall not be allowed to vote thereat.
7. Firms and Companies
(a) Any firm or company shall be entitled to one or more representatives to the
Chamber whose names shall be notified to the Executive Committee in
writing. Such representatives may appoint in writing some other member of
their firm or company or other executive officer of their firm or company to
attend at meetings of the Chamber at which they are not present. Such
substitute shall not be eligible for election to any office. Should more than one
representative of any firm or company be present only one of them shall be
entitled to vote.
(b) Representatives of any firm or company may, if they so wish, bring to a
general meeting executive officers of their firms or companies, not exceeding
for any one firm or company three in number. These visitors may speak on
any subject, but shall not have the right to vote, and only the nominated
representatives shall be counted in the consideration of a quorum.
8. Register of Members
(a) The Secretary shall on behalf of the Chamber keep and maintain a register of
members in accordance with Section 27 of The Act.
(b) The Secretary shall cause the name of a person who dies or who ceases to be
a member to be deleted from the register of members.
9. Resignation of Members
A member who delivers notice in writing of resignation from the Chamber to the
Secretary ceases on that delivery to be a member, and shall not be entitled to any
refund of fees but shall remain liable for any arrears of subscription then due.
10. Disqualification of Members
(a) Any member whose subscription is six or more months in arrears shall cease to be
a member, but may be readmitted by consent of the Executive Committee on
payment of all arrears. Subscriptions in arrears shall be treated as debts due
to and recoverable by the Chamber.
(b) Any person who shall take the benefit of any law relating to insolvent debtors
shall cease to be a member of the Chamber, but after obtaining discharge may
on application be readmitted by the Executive Committee on payment of all
arrears.
(c) Any member may be expelled from the Chamber by votes of at least two-thirds
of the members present at a special meeting convened to consider the expulsion;
such meeting to consist of not less than ten members. Notice in writing setting
forth the grounds of complaint against the member is to be sent to all members
at least seven days before the meeting.
(d) A Life Member or Honorary Member whose conduct is found prejudicial to the
Chamber by resolution of the Executive Committee, confirmed at a General
Meeting, may have such Life or Honorary Membership withdrawn.
(e) A member who is expelled from membership of the Chamber, may appeal
against that expulsion by giving notice to the Secretary of such intention within
14 days after the day on which the decision to expel was made.
(f) When such notice of intention is given, the Chamber at a General Meeting may,
after having afforded the expelled member a reasonable opportunity to be
heard by the Chamber, confirm or set aside the decision to expel that member.
11. Executive Committee
(a) The affairs of the Chamber shall be managed by an Executive Committee
consisting of a President, a Vice President, a Treasurer, a Secretary and
not less than four members, all of whom shall be elected for one year at the
Annual General Meeting of the Chamber.
(b) The Secretary may be a member of the Chamber or can be an employee.
12. Leave of Absence
The Executive Committee may grant leave of absence to any member of the
Executive Committee for such term as it deems fit.
13. Casual Vacancies in Executive Committee
The Executive Committee by resolution may declare vacant the seat of any of
its members if the Executive Committee member dies, resigns, or if absent from
three consecutive meetings without leave of absence, or has been expelled from
the Chamber, and shall fill the vacancy for the remainder of such term. Should
the vacancy be that of President, the newly-elected President shall be entitled to
be ex-officio member of the Executive Committee for the current year. The
Executive Committee shall report to the next general meeting of the Chamber.
14. Election of Executive Committee
(a) Candidates for positions in the Executive Committee must be nominated and
elected at a general meeting of the Chamber, and in the event of more than
one candidate being nominated for any office, the office shall be determined
by ballot in the following order: President, Vice- President, Treasurer,
Secretary, Committee Members.
(b) Where a ballot is necessary, the Secretary shall deliver to each member
attending the Annual General Meeting a ballot paper and the members shall
each write thereon the name of the candidate they nominate, but should any
member nominate more than one then that vote will be held informal. The
voting papers shall be counted by scrutineers appointed by the meeting,
who will count the votes and report the result to the Chairperson.
(c) Should an equal number of votes be recorded for two or more candidates,
the Chairperson may, with regard to these candidates decide either to take
a second ballot or exercise a casting vote in addition to an ordinary vote, or
determined by lot, who is to be elected.
15. Executive Meetings
(a) The Executive Committee shall meet at least ten per year.
(b) Special meetings of the Executive Committee may be called by the
President, or in the absence of the President, by the Vice-President and
shall be called by either of them on requisition signed by three members
of the Executive Committee.
(c) Members of the Executive Committee are requested, but not required,
to advise the Secretary of any business which they wish to bring forward
at meetings, so that an agenda paper for the information of members may
be prepared.
(d) Voting rights at these meetings are restricted to Executive Committee
Members only.
16. Powers of the Executive Committee
The Executive Committee shall have the power to:
(a) Appoint suspend and dismiss the servants of the Chamber, and from time
to time fix their respective remuneration and duties; and
(b) Rent premises at such rent and on such terms as may be deemed most
expedient; and
(c) Obtain legal advice on any matters within the objects of the Chamber, and
(d) Appoint sub-committees from members of the Chamber for special
purposes. Such sub-committees shall include at least one member of the
Executive Committee, the President or Acting President being ex-officio
a member of all sub-committees; and
(e) Control and manage the income and expenditure and all other affairs and
concerns of the Chamber, subject to these Rules; and
(f) Make by-laws for the regulation of the affairs and proceedings of the
Chamber, such by-laws not to be inconsistent with these Rules.
17. Voting Rights of Members
New members are required to attend two meetings before obtaining the right
to vote.
Subject to these Rules, members shall have a deliberative vote which may be
exercised if they are present, in person; or, if not present, either.
(a) By postal vote; or
(b) By proxy.
18. Proxies of Members
A member may appoint in writing (which may be transmitted by facsimile, or
delivered by hand or post) another person to be the proxy, to attend and vote
on behalf of the appointing member.
19. General Meetings
(a) General Meetings of the Chamber shall be held quarterly (except where
otherwise decided by the Executive Committee) for the purpose of
discussing any measure or subjects of public interest which may arise,
and the Executive Committee shall select the subjects for discussion at
such meetings. Any matter not on the agenda paper may be brought
forward by a member of the Chamber and discussed at the General
Meeting subject to normal procedures.
(b) Seven clear days written notice shall be given to members of general
meetings.
(c) All questions, unless otherwise provided for in these Rules, shall be
decided by the votes of a majority of the members present.
(d) At all general meetings of the Chamber five shall form a quorum.
20. Special General Meetings
(a) The President, or in the absence of the President a Vice-President, may
whenever they deem fit, and shall upon requisition of seven members of
the Chamber made in writing and stating the objects for which the
meeting is to be called, convene a special general meeting.
(b) If in the case of a requisition a Special General Meeting is not convened
within ten days of its receipt, the requisitionists may themselves convene
such a meeting, and the expense of so convening the same shall be
defrayed by the Chamber. Notice of such a meeting, stating the objects,
shall be given by circular to all members of the Chamber.
(c) Mininum of ten members for a quorum.
21. Annual General Meeting
The Annual General Meeting shall be held during the month of September, and
the business of such a meeting shall (in addition to the election of officers and
such other business as may be set forth in the by-laws of the Chamber) be to
receive the reports of the President and Treasurer, and a duly audited statement
of the accounts of the Chamber for the financial year ending on the last day of
June. The Secretary shall place before the members documents showing:
(a) The number of new members for the year, and
(b) The number of those who ceased to be members of the Chamber during
the year, and
(c) The total number of members; and
(d) A list of attendances of each member of the Executive Committee for
the year; and
(e) Such information as may be necessary to enable the meeting to make a
determination of the fees for the ensuing year.
(f) Minimum of ten members to form a quorum.
22. Subscriptions
The Annual subscription due to the Chamber from each member shall be such
amount as may be determined at the Annual General Meeting or the amount
from time to time decided by the Executive Committee to be payable by that
member for which purpose membership may be classified into different classes.
23. Notices
Notice to members shall be deemed sufficient when notice is provided to the
address in the register of members maintained by the Secretary in accordance
with The Act.
24. Motions on Notice
Motions on notice may be voted for by writing via facsimile transmission or
post or personal delivery to the Secretary if the member does not attend the
meeting. At least 7 days notice of such motions shall be given to all members.
25. Auditor
At the Annual General Meeting an Auditor, who shall be a duly qualified
practising accountant, shall be appointed for the ensuing year.
26. Members’ Special Questions
Members of the Chamber having a question or matter to be considered shall
be entitled to attend any ordinary meeting of the Executive Committee and bring
forward the subject for discussion. The Executive Committee shall also have
the power to require the attendance of any such member for the purpose of
affording any necessary explanation or information. Such member shall not
be entitled to vote, and shall, if requested by the Chairperson, withdraw from
the meeting while the Executive Committee deliberate and decide upon the
matter.
27. Chairperson
At all meetings unless those present unanimously otherwise agree, the President
or in the absence of the President the Acting President or the Vice-President,
shall chair the meeting and shall have a casting vote besides deliberative vote,
but if none of the three attend within ten minutes of the approved time, the
members present shall elect a chairperson, who shall have a similar privilege in
voting.
28. Common Seal
The Chamber shall have a Common Seal, which shall be kept in the custody of
the Secretary at the office of the Chamber. Such Seal shall only be used and
affixed in each case pursuant to a resolution of the Executive Committee, and
then in the presence of the President or Vice-President and the Secretary.
Both persons present at the using and affixing of such Seal shall thereupon
countersign the document to which it has been affixed.
29. Inspection of Records and Documents
A member may at any reasonable time and by appointment inspect the books,
documents, records and securities of the Chamber which are kept in the custody
of the Secretary at the office of the Chamber.
30. Payments
All payments shall be made on the authority of the Executive Committee
by cheques to be signed by the Treasurer and one other of the Executive
Committee.
31. Alterations
(a) The Chamber may not alter or rescind these Rules, or make additional
Rules, unless in accordance with the procedure set out in Sections 17,
18 and 19 of The Act.
(b) These Rules bind every member of the Chamber.
32. Dissolution
The Association may be dissolved or wound up by resolution at any general or
special meeting called for such a purpose on the vote of three quarters of the members present and entitled to vote.
33. Distribution of Surplus Property on Winding up of Association
If, on the winding up of the Association, any property of the Association remains
after satisfaction of the debts and liabilities of the Association and the costs,
charges and expenses of that winding up, that property shall be distributed
to another incorporated association having objects similar to those of the
Association.
34. Interpretation
The Executive Committee shall be the sole authority for the interpretation of
these Rules and Regulations and of the By-laws and Regulations which the
Executive Committee is authorised and empowered to make and the decision of
the Executive Committee upon question of interpretation or by any matter
affecting the Association and not provided for by these rules and regulations or by
the rules and regulations made herein, shall be final and conclusive.
BY-LAWS
1. Order of Business
The business at all meetings of the Chamber shall be taken in the following order:
(a) Confirmation of Minutes and discussion of relative business.
(b) Correspondence.
(c) Passing of Accounts.
(d) Postponed Business.
(e) Business of which notice has been given.
(f) Such other business as may be brought forward.
2. Secretary
It shall be the duty of the Secretary to have the minutes of all meetings ready for
confirmation at the succeeding meeting. The Secretary shall give notices of all
meetings as directed by the President.
3. Treasurer
It shall be the duty of the treasurer to maintain a set of records to provide an
accurate record of the Chambers’ financial affairs and position and auditable
trail.
Provide for each meeting a financial statement detailed receipts and expenses
and current cash balance.
To receive moneys and make payments as lawfully directed by the Executive
Committee.
4. President
Public statements on behalf of the Chamber should be made by the President
or expressed delegate.
Admin:Constitution CCI Bridgetown (5.9.96)