rules of water polo queensland incorporated · (b) sunshine coast (being the shire of noosa,...

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Rules of Water Polo Queensland Incorporated


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Table of contents

1. Name 1

2. Definitions and Interpretation 1

3. Objects 4

4. Powers 4

5. Classes of Members 5

6. New Membership 6

6.1 Member Clubs and Member Associations 6

6.2 Life Members 6

6.3 Affiliated Teams 6

7. Membership fees 7

8. Admission and rejection of new members 7

8.1 Member Clubs, Member Associations and Affiliated Teams 7

8.2 Life Members 8

9. When membership ends 9

10. Appeal against acceptance, rejection or termination of membership 10

11. General meeting to decide appeal 11

12. Register of members 12

13. Prohibition on use of information on register of members 12

14. Appointment or election of secretary 13

15. Removal of secretary 13

16. Functions of secretary 14

17. Functions of chief executive officer 14

18. Membership of management committee 14

19. Electing the management committee 16


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20. Resignation, removal or vacation of office of management committee member 17

21. Vacancies on management committee 18

22. Functions of the management committee 18

23. Meetings of management committee 19

24. Quorum for, and adjournment of, management committee meeting 21

25. Special meeting of management committee 21

26. Minutes of management committee meetings 22

27. Appointment of sub-committees 22

28. Acts not affected by defects or disqualifications 23

29. Resolutions of management committee without meeting 23

30. Annual general meetings 24

31. Business to be conducted at annual general meeting of level 1 incorporated associations and particular level 2 and 3 incorporated associations 24

32. Business to be conducted at annual general meeting of other level 2 incorporated associations 25

33. Business to be conducted at annual general meeting of other level 3 incorporated associations 25

34. Special General Meeting 25

35. Notice of General Meeting 26

36. Quorum for, and adjournment of, general meeting 27

37. Procedure at general meeting 28

38. Voting at general meeting 28

39. Proxies 29

40. Minutes of general meetings 30

41. By-Laws 31


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42. Alteration of Rules 31

43. Common Seal 31

44. Funds and accounts 31

45. General financial matters 32

46. Documents 32

47. Financial Year 32

48. Distribution of surplus assets to another entity 32

49. WPA Provisions 33

50. Transitional Provisions 33

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Rules

1. Name

The name of the incorporated association is Water Polo Queensland Incorporated. (Association).

2. Definitions and Interpretation

(a) In these rules, unless the context indicates otherwise:

Act means the Associations Incorporation Act 1981 (Qld) as amended, consolidated, replaced or re-enacted from time to time.

Affiliated Teams means a water polo team that is not part of a Member Club or a Member Association.

Association has the meaning given to that term in rule 1 of these rules.

breach of discipline means a failure to comply with these rules, related by-laws or other regulations governing the sport of water polo.

Final Applicant has the meaning given to that term in rule 8.2(c).

Incorporated means incorporated under the Corporations Act 2001 (Cth) or the Act.

Insolvency Event means the happening of any of these events:

(a) where a member of the Association is a natural person, the member becomes bankrupt, files or is served with a petition in bankruptcy or is served with a bankruptcy notice, the member is unable to pay his/her debts as and when they become due and payable or a creditor's meeting in relation to the member is called;

(b) an application is made to a court for an order or an order is made that a body corporate be wound up, and the application is not withdrawn, stayed or dismissed within 21 days of being made;

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(c) appointment of a liquidator, provisional liquidator, administrator, receiver, receiver and manager or controller in respect of a body corporate or its assets;

(d) except to reconstruct or amalgamate while solvent, a body corporate enters into, or resolves to enter into, a scheme of arrangement, deed of company arrangement or composition with, or assignment for the benefit of, all or any class of its creditors, or it proposes a reorganisation, moratorium or other administration involving any of them;

(e) a body corporate resolves to wind itself up, or otherwise dissolve itself, or gives notice of intention to do so, except to reconstruct or amalgamate while solvent or is otherwise wound up or dissolved;

(f) a body corporate is or states that it is insolvent;

(g) as a result of the operation of section 459F(1) of the Corporations Act 2001 (Cth), a body corporate is taken to have failed to comply with a statutory demand;

(h) a body corporate is or makes a statement from which it may be reasonably deduced that the body corporate is the subject of an event described in section 459C(2)(b) or section 585 of the Corporations Act 2001 (Cth);

(i) a body corporate takes any step to obtain protection or is granted protection from its creditors, under any applicable law;

(j) a body corporate ceases to carry on business; or

(k) anything analogous or having a substantially similar effect to any of the events specified above happens under the law of any applicable jurisdiction.

Life Member means a member of a Member Club or Member Association who has rendered conspicuous and meritorious service to the Association and whose application for membership has been accepted in accordance with rule 8.2(d).

Life Membership Application Date

has the meaning given to that term in rule 8.2(a)(i)(B).


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Member Association

means an Incorporated district association of Incorporated Member Clubs whose application for membership has been accepted in accordance with rule 8.1(c).

Member Club means a school or an Incorporated water polo club:

(a) affiliated with a Member Association; or

(b) who is not affiliated with any Member Association because no Member Association exists within the Region that that school or Incorporated water polo club operates,

whose application for membership has been accepted in accordance with rule 8.1(c).

Membership Application Date

has the meaning given to that term in rule 8.1(a)(i)(B).

misconduct means conduct by a member that is considered by the management committee to be injurious or prejudicial to the character or interests of the Association or the sport of water polo.

Region means:

(a) Brisbane (being the city of Brisbane, city of Ipswich, Logan City, Redland City and divisions 4, 5, 6, 7, 8, 9, 10 and 11 of the Moreton Bay region);

(b) Sunshine Coast (being the shire of Noosa, Sunshine Coast region, Bundaberg region, Fraser Coast region, Gympie Region and divisions 1, 2, 3 and 12 of the Moreton Bay Region);

(c) Gold Coast (being the city of Gold Coast and Scenic Rim region);

(d) Toowoomba (being Lockyer Valley region, North Burnett region, South Burnett region, Somerset region, Goondiwindi region, Southern Downs region, Toowoomba region and Western Downs region);

(e) Rockhampton (being the Rockhampton region, Shire of Livingston, Gladstone region and Shire of Banana);

(f) Mackay (being the Mackay region and the Whitsunday region);


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(g) Townsville region (being the Shire of Burdekin, Charters Towers region, Shire of Hinchinbrook and city of Townsville); and

(h) Cairns (being the Cairns region, Shire of Mareeba and Cassowary Coast region),

as applicable.

the proposer has the meaning given to that term in rule 6.1(a).

the seconder has the meaning given to that term in rule 6.1(a).

WPA means Water Polo Australia Limited ACN 159 573 403.

(b) Words in the plural number shall include the singular and vice versa.

(c) Words in the masculine gender shall include the feminine and vice versa.

(d) 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 Act.

3. Objects

The objects of the Association are to:

(a) govern the sport of water polo in Queensland for the prosperity of all stakeholders; and

(b) promote safe and enjoyable participation opportunities that ensure the long term growth and sustainability of the sport in Queensland.

4. Powers

(a) The Association has the powers of an individual.

(b) The Association may, for example:

(i) ensure that the rules for the control and regulation of water polo and the management of water polo competitions within Queensland conform with the rules of water polo implemented by the international governing body of water polo (currently the Fédération Internationale De Natation);


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(ii) adjudicate on all matters of dispute affecting members that either are referred by members to the Association or the Association determines requires independent adjudication;

(iii) stimulate public opinion in favour of providing proper accommodation and facilities for participation in water polo;

(iv) control and manage (subject to, and in conjunction with, the authority of WPA) Queensland representatives in national water polo championships and other interstate competitions;

(v) supervise and sanction all forms of water polo competition within the State of Queensland;

(vi) control and manage (subject to, and in conjunction with, the authority of WPA) national and international competitions held within the State of Queensland;

(vii) buy, sell and deal in all kinds of articles, commodities and provisions, both liquid and solid, so long as:

(A) such purchases, sales and/or dealings are ancillary to, and in furtherance of, the objects of the Association; and

(B) no part of the gain (if any) received by the Association as a result of any such purchase, sale and/or dealing is divided among, or received by, any members;

(viii) subject to rule 4(c), appoint, employ, remove or dismiss such staff upon a contract of employment, or tradesman upon a contract of service, that contains such terms as may be necessary or convenient to achieve the purposes and objects of the Association;

(ix) invest and deal with the money of the Association not immediately required in such manner as may be permitted by law;

(x) print and publish any newspapers, periodicals, books and leaflets that the Association may consider desirable for the promotion of its objects; and

(xi) do all other things necessary or convenient to be done in carrying out the Association's affairs.

(c) No fees, salaries or similar payments will be payable to the members of the management committee by the Association in respect of the services provided by the members of the management committee to the Association.

5. Classes of Members

(a) Membership of the Association shall consist of:


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(i) Member Clubs;

(ii) Member Associations;

(iii) Life Members; and

(iv) Affiliated Teams.

(b) The number of members shall be unlimited.

6. New Membership

6.1 Member Clubs and Member Associations

An application for membership as a Member Club or Member Association must:

(a) be proposed by one Member Club or Member Association (the proposer) and seconded by another Member Club or Member Association (the seconder);

(b) be in writing;

(c) be signed by the applicant and the applicant's proposer and seconder;

(d) be in the form decided, and satisfy the membership criteria set from time to time, by the management committee; and

(e) contain evidence of the applicant having been Incorporated.

6.2 Life Members

An application for membership as a Life Member must:

(a) be proposed by the proposer and the seconder;

(b) be in writing;

(c) outline the qualifications of the applicant;

(d) be signed by the applicant and the applicant's proposer and seconder;

(e) be in the form decided, and satisfy the membership criteria set from time to time, by the management committee; and

(f) be received by the Association at least 21 days prior to the annual general meeting.

6.3 Affiliated Teams

An application for membership as an Affiliated Team must be:


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(a) proposed by the proposer and the seconder;

(b) in writing;

(c) signed by the applicant and the applicant's proposer and seconder; and

(d) in the form decided, and satisfy the membership criteria set from time to time, by the management committee.

7. Membership fees

7.1 The membership fee for each class of membership:

(a) is the amount decided by the management committee from time to time; and

(b) is payable when, and in the way, the management committee decides.

8. Admission and rejection of new members

8.1 Member Clubs, Member Associations and Affiliated Teams

(a) Subject to rule 8.1(b):

(i) any application for membership as a Member Club, Member Association or Affiliated Team must be considered by the management committee at the first management committee meeting that is held after the date on which the management committee receives:

(A) an application for membership that complies with rule 6.1 or rule 6.3 (as the case may be); and

(B) the appropriate membership fee for the application (Membership Application Date); and

(ii) the members of the management committee present and eligible to vote at the first management committee meeting held after the Membership Application Date must decide at that meeting whether to accept or reject the application for membership as a Member Club, Member Association or Affiliated Team.

(b) The management committee must ensure that, as soon as practicable after the Membership Application Date but before the applicant becomes a Member Club, Member Association or Affiliated Team (as the case may be), the applicant is advised:

(i) whether or not the Association has public liability insurance; and


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(ii) if the association has public liability insurance - the amount of the insurance.

(c) If a majority of the members of the management committee present and eligible to vote at the first management committee meeting held after the Membership Application Date vote to accept an applicant's application, that applicant must be accepted as a member for the class of membership applied for.

(d) If a majority of the members of the management committee present and eligible to vote at the first management committee meeting held after the Membership Application Date vote to reject an applicant's application, that applicant's application must be rejected.

(e) As soon as practicable after the members of the management committee present and eligible to vote at the first management committee meeting held after the Membership Application Date decide to accept or reject an application, the secretary must:

(i) give the applicant and each member of the Association notice in writing of the decision;

(ii) if the application is for membership as a Member Association or Affiliated Team and such application is accepted in accordance with rule 8.1(c), register the applicant with the Association; and

(iii) if the application is for membership as a Member Club and such application is accepted in accordance with rule 8.1(c), comply with rules 8.1(f) and 8.1(g).

(f) If the management committee's decision to accept an applicant's application for membership as a Member Club is not appealed by any Member Club in accordance with rule 10(b), then the secretary must, as soon as practicable after the end of the period referred to in rule 10(b), register the applicant with the Association.

(g) If the management committee's decision to accept an applicant's application for membership as a Member Club is appealed by a Member Club in accordance with rule 10(b) but the appeal is unsuccessful, then the secretary must, as soon as practicable after the date on which the Member Club's appeal is finally determined, register the applicant with the Association.

8.2 Life Members

(a) Subject to rule 8.2(b):

(i) any application for membership as a Life Member must be considered at the first annual general meeting held after the date on which the management committee receives:

(A) an application for membership that complies with rule 6.2; and


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(B) the appropriate membership fee for the application (Life Membership Application Date); and

(ii) the members present and eligible to vote at the first annual general meeting held after the Life Membership Application Date must decide at that annual general meeting whether to accept or reject the application for membership as a Life Member.

(b) The management committee must ensure that, as soon as practicable after the Life Membership Application Date but before the applicant becomes a Life Member, the applicant is advised:


(ii) if the association has public liability insurance - the amount of the insurance.

(c) Where there are two or more applications for membership as a Life Member that must be considered at the first annual general meeting held after the Life Membership Application Date, an exhaustive ballot shall be held at that annual general meeting for the purpose of eliminating at each stage the applicant with the least number of votes until one applicant remains (Final Applicant).

(d) If a special resolution accepting the Final Applicant's application is passed at the first annual general meeting held after the Life Membership Application Date, the Final Applicant must be accepted as a Life Member.

(e) The secretary must, as soon as practicable after the members present and eligible to vote at the first annual general meeting held after the Life Membership Application Date decide to accept or reject an application, give the Final Applicant and each member of the Association notice in writing of the decision.

9. When membership ends

(a) A member of the Association may resign from the Association by giving notice of the resignation in writing to the secretary.

(b) A notice of resignation provided in accordance with rule 9(a) takes effect at:

(i) the time such notice is received by the secretary; or

(ii) if a later time is specified in the notice, the later time.

(c) If a member of the Association:

(i) is convicted of an indictable offence;

(ii) commits a breach of discipline;


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(iii) is guilty of misconduct;

(iv) who is a Member Club, a Member Association or an Affiliated Team has membership fees in arrears for more than two months; or

(v) has suffered an Insolvency Event,

the management committee may, subject to rule 9(d):

(vi) terminate that member's membership;

(vii) suspend that member's membership;

(viii) suspend or disqualify that member from participating in competition in any capacity considered appropriate in the circumstances; or

(ix) remove an amount of competition points from that member that is considered appropriate in the circumstances.

(d) Before the management committee penalises a member in accordance with rule 9(c), the management committee must give that member a full and fair opportunity to show why the penalty should not be enforced.

(e) If, after considering all representations made by a member in accordance with rule 9(d), the management committee decides to enforce a penalty in accordance with rule 9(c), it shall instruct the secretary to give that member a written notice of the decision.

10. Appeal against acceptance, rejection or termination of membership

(a) An applicant whose application for membership has been rejected, or a member who has been penalised in accordance with rule 9(c), may within 30 days of receiving written notice thereof, lodge with the secretary written notice of the applicant's or member's intention to appeal against the decision.

(b) A Member Club who receives notice in accordance with rule 8.1(e)(i) of the management committee's decision to accept an applicant's application for membership as a Member Club may, within 30 days of receiving such notice, lodge with the secretary written notice of the Member Club's intention to appeal against the decision.

(c) The secretary must, within one month of the date on which he or she receives a notice in accordance with rule 10(a) or rule 10(b) (as applicable), call a general meeting to determine the appeal specified in that notice.


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11. General meeting to decide appeal

(a) The general meeting to decide an appeal against:

(i) acceptance of membership as a Member Club;

(ii) rejection of membership; or

(iii) imposition of a penalty under rule 9(c),

must be held within three months after the date on which the secretary calls a general meeting to determine the appeal in accordance with rule 10(c).

(b) At the meeting:

(i) the applicant or member (as the case may be) must be given a full and fair opportunity to show why the management committee's decision to accept its application for membership as a Member Club should be upheld, why its application for membership should not be rejected or why the penalty under rule 9(c) should not be imposed (as applicable);

(ii) the management committee and those members of the management committee who accepted the application for membership as a Member Club, rejected the application for membership or imposed the penalty under rule 9(c) must be given a full and fair opportunity to show why the decision to accept the application for membership as a Member Club should be upheld, why the application for membership should be rejected or why the penalty under rule 9(c) should be imposed (as applicable); and

(iii) any Member Club who provided notice under rule 10(b) must be given a full and fair opportunity to show why the management committee's decision to accept the application for membership as a Member Club should be overturned.

(c) An appeal must be determined by a majority vote of the members present and eligible to vote at the meeting.

(d) Any member who:

(i) appeals a decision under rule 9(c) to terminate or suspend their membership; or

(ii) has the management committee's decision to accept their application for membership as a Member Club appealed against by a Member Club in accordance with rule 10(b),

shall retain the status and benefits of their membership until such time as the member's or Member Club's appeal (as the case may be) is finally determined.

(e) If:


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(i) an applicant whose application for membership has been rejected does not appeal against the decision in accordance with rule 10(a);

(ii) an applicant whose application for membership has been rejected does appeal against the decision in accordance with rule 10(a), but the appeal is unsuccessful; or

(iii) a member has the management committee's decision to accept their application for membership as a Member Club successfully appealed by a Member Club in accordance with rule 10(b),

the secretary must, as soon as practicable, refund the membership fee paid by the applicant or member (as the case may be).

12. Register of members

(a) The management committee must keep a register of members of the Association.

(b) The register must include the following particulars for each member:

(i) the full name of the member;

(ii) the postal or residential address of the member;

(iii) the date of admission as a member;

(iv) the date of death or time of resignation, termination and/or reinstatement of the member; and

(v) any other particulars the management committee or the members at any general meeting may require from time to time.

(c) The register must be open for inspection at all reasonable times by any member who applies to the secretary for access to inspect the register.

13. Prohibition on use of information on register of members

(a) A member must not:

(i) use information obtained from the register of members of the Association to contact, or send material to, another member for the purpose of advertising or political, religious, charitable or commercial purposes; or

(ii) disclose information obtained from the register to someone else, knowing that the information is likely to be used to contact, or send


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material to, another member for the purpose of advertising for political, religious, charitable or commercial purposes.

(b) Rule 13(a) does not apply if the use or disclosure of the information is approved by the Association.

14. Appointment or election of secretary

(a) The secretary must be an individual residing in Queensland, or in another State but not more than 65km from the Queensland border, who is:

(i) a member of the Association elected by the Association as secretary; or

(ii) any of the following persons appointed by the management committee as secretary:

(A) a member of the Association's management committee;

(B) another member of the Association; or

(C) another person.

(b) If a casual vacancy happens in the office of secretary, the members of the management committee must ensure a secretary is appointed or elected for the Association within one month after the vacancy happens.

(c) If the management committee appoints a person mentioned in rule 14(a)(ii)(B) as secretary, other than to fill a casual vacancy on the management committee, the person does not become a member of the management committee.

(d) However, if the management committee appoints a person mentioned in rule 14(a)(ii)(B) as secretary to fill a casual vacancy on the management committee, the person becomes a member of the management committee.

(e) If the management committee appoints a person mentioned in rule 14(a)(ii)(C) as secretary, the person does not become a member of the management committee.

(f) In this rule 14, casual vacancy, on a management committee, means a vacancy that happens when an elected member of the management committee resigns, dies or otherwise stops holding office.

15. Removal of secretary

(a) The management committee of the Association may at any time remove a person appointed by the management committee as the secretary.


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(b) If the management committee removes a secretary who is a person mentioned in rule 14(a)(ii)(A), the person remains a member of the management committee.

(c) If the management committee removes a secretary who is a person mentioned in rule 14(a)(ii)(B) and who has been appointed to a casual vacancy on the management committee under rule 14(d), the person remains a member of the management committee.

16. Functions of secretary

The secretary’s functions include, but are not limited to:

(a) calling meetings of the Association, including preparing notices of meeting and of the business to be conducted at the meeting in consultation with the president of the Association; and

(b) keeping minutes of each meeting; and

(c) keeping copies of all correspondence and other documents relating to the Association; and

(d) maintaining the register of members of the Association.

17. Functions of chief executive officer

The chief executive officer will report to and serve under the direction of the management committee and will be responsible for the day to day management of the Association in accordance with any policies approved by the management committee.

18. Membership of management committee

(a) Subject to rule 18(b), the management committee of the Association consists of:

(i) a president (who shall also be the chairman of the management committee);

(ii) a secretary (unless the secretary has been appointed under rule 14(a)(ii)(C));

(iii) a finance officer;

(iv) a diversity and marketing officer;

(v) a country associations officer;


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(vi) a competitions officer;

(vii) an athlete development officer; and

(viii) any person who is removed as secretary in accordance with rule 15(b) or 15(c).

(b) If insufficient members are elected to the management committee or if having been nominated, accept nomination, then the management committee of the Association shall consist of a president, secretary, finance officer and such members (being less than four in number) as have been elected or having been nominated, accept nomination as members of the Management Committee.

(c) A member of the management committee, other than a secretary appointed by the management committee under rule 14(a)(ii)(C), must be a member of the Association.

(d) Those persons who are members of the management committee of the Association immediately prior to the date on which it is resolved at a special general meeting that this rule 18(d) be inserted into these rules will be deemed to have retired from office and been re-elected at the special general meeting at which it is resolved that this rule 18(d) be inserted into these rules, without the need for a vote of members.

(e) The president, country associations officer (if any) and athlete development officer (if any) who were deemed to have retired from office and been re-elected at the special general meeting at which it was resolved that rule 18(d) be inserted into these rules must, at the Association's 2017 annual general meeting, each retire from office but is each eligible to offer himself or herself for re-election.

(f) After the Association's 2017 annual general meeting, each president, country associations officer (if any) and athlete development officer (if any) must, at the second annual general meeting that takes place after the date on which that president, country associations officer or athlete development officer was last elected or re-elected to the management committee, retire from office but is eligible to offer himself or herself for re-election.

(g) The finance officer, diversity and marketing officer (if any) and competitions officer (if any) who were deemed to have retired from office and been re-elected at the special general meeting at which it was resolved that rule 18(d) be inserted into these rules must, at the Association's 2018 annual general meeting, each retire from office but is each eligible to offer himself or herself for re-election.

(h) The person who is the secretary of the Association immediately prior to the Association's 2018 annual general meeting must, at the Association's 2018 annual general meeting, retire from office but is eligible to offer himself or herself for re-election.

(i) After the Association's 2018 annual general meeting, each finance officer, diversity and marketing officer (if any) and competitions officer (if any) must, at


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the second annual general meeting that takes place after the date on which that finance officer, diversity and marketing officer or competitions officer was last elected or re-elected to the management committee, retire from office but is eligible to offer himself or herself for re-election.

(j) After the Association's 2018 annual general meeting, each secretary elected by the Association must, at the second annual general meeting that takes place after the date on which that secretary was last elected or re-elected to the management committee, retire from office but is eligible to offer himself or herself for re-election.

(k) After the Association's 2018 annual general meeting, each secretary appointed by the management committee other than for the purpose of filling a casual vacancy must, at the second annual general meeting that takes place after the date on which that secretary was last appointed or re-appointed to the management committee, retire from office but is eligible to be re-appointed by the management committee.

(l) Any person who is removed as secretary in accordance with rule 15(b) or 15(c) must, at the first annual general meeting that takes place after the date on which that person is removed as secretary in accordance with rule 15(b) or 15(c), retire from office and is not eligible to offer himself or herself for re-election.

(m) A member of the Association may be appointed to a casual vacancy on the management committee under rule 21.

19. Electing the management committee

(a) Subject to rules 18(d) to 18(l), a member of the management committee may only be elected as follows:

(i) any two members of the Association may nominate another member (the candidate) to serve as a member of the management committee;

(ii) the nomination must be:

(A) in writing;

(B) signed by the candidate and the members who nominated the candidate; and

(C) given to the secretary at least fourteen days before the annual general meeting at which the election is to be held;

(iii) Subject to rule 19(e), each member of the Association present and eligible to vote at the annual general meeting may vote for one candidate for each vacant position on the management committee; and


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(iv) if, after the end of the period during which candidates for the management committee may be nominated, it is the case that not enough candidates have been nominated, nominations may be taken from the floor of the annual general meeting.

(b) A person may be a candidate only if the person:

(i) is an adult; and

(ii) is not ineligible to be elected as a member under section 61A of the Act.

(c) A list of the candidates' names in alphabetical order, with the names of the members who nominated each candidate, must be posted in a conspicuous place in the office or usual place of meeting of the Association or on the Association's website for at least seven days immediately preceding the annual general meeting.

(d) Balloting lists must be prepared containing the names of the candidates in alphabetical order.

(e) The management committee must ensure that, before a candidate is elected as a member of the management committee, the candidate is advised:


(ii) if the Association has public liability insurance, the amount of the insurance.

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

(a) A member of the management committee may resign from the management committee by giving notice of the resignation in writing to the secretary.

(b) A notice of resignation provided in accordance with rule 20(a) takes effect at:

(i) the time such notice is received by the secretary; or

(ii) if a later time is specified in the notice, the later time.

(c) A member of the management committee may be removed from office at a general meeting of the Association if a special resolution approving such removal is passed at that general meeting.

(d) Before a vote of members is taken about removing a member of the management committee from office, the member of the management committee must be given a full and fair opportunity to show cause why he or she should not be removed from office.


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(e) There is no right of appeal against a member's removal from office under this rule 20.

(f) A member of the management committee immediately vacates his or her office in the circumstances mentioned in section 64(2) of the Act.

21. Vacancies on management committee

(a) If a casual vacancy happens on the management committee, the continuing members of the management committee may (subject to rule 14) appoint another member of the Association to fill the vacancy on the management committee for the period from the date on which the casual vacancy happens to the date on which the management committee member who caused the casual vacancy to happen was due to retire from office in accordance with rule 18(e), 18(f), 18(g), 18(h), 18(i), 18(j), 18(k) or 18(l) (as the case may be).

(b) If a casual vacancy happens on the management committee in respect of a position already filled in accordance with rule 21(a), the continuing members of the management committee may (subject to rule 14) appoint another member of the Association to fill the vacancy on the management committee for the period from the date on which the casual vacancy happens to the date on which the management committee member who caused the casual vacancy to happen was due to retire from office.

(c) Subject to rule 21(d), the continuing members of the management committee may act despite a casual vacancy on the management committee.

(d) If the number of management committee members is less than the number fixed under rule 24(a) as a quorum of the management committee, the continuing members may act only to:

(i) increase the number of management committee members to the number required for a quorum; or

(ii) call a general meeting of the Association.

(e) In this rule 21, casual vacancy, on a management committee, means a vacancy that happens when an elected member of the management committee resigns, dies or otherwise stops holding office.

22. Functions of the management committee

(a) 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 Association.


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(b) The management committee has authority to interpret the meaning of these rules and any matter relating to the Association on which these rules are silent, but any interpretation must have regard to the Act, including any regulation made under the Act.

(c) The management committee may exercise the powers of the Association:

(i) to borrow or raise or secure the payment of amounts in a way the members of the Association decide; and

(ii) to secure the amounts mentioned in rule 22(c)(i)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

(iii) to purchase, redeem or pay off any securities issued; and

(iv) to borrow amounts from members and (subject to rule 22(d)) pay interest on the amounts borrowed; and

(v) to mortgage or charge the whole or part of its property; and

(vi) to issue debentures and other securities, whether outright or as security for any debt, liability or obligation of the Association; and

(vii) to provide and pay off any securities issued; and

(viii) to invest in such manner as the members of the Association may from time to time decide.

(d) For rule 22(c)(iv), 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:

(i) the financial institution for the Association; or

(ii) if there is more than one financial institution for the Association, the financial institution nominated by the management committee.

23. Meetings of management committee

(a) Subject to this rule 23, the management committee may meet and conduct its proceedings as it considers appropriate.

(b) The management committee must meet:

(i) at least once every month during the period from September to March inclusive; and


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(ii) at least once every two months during the period from April to August inclusive,

to exercise its functions.

(c) The management committee must decide how a meeting is to be called.

(d) Notice of a meeting is to be given in the way decided by the management committee.

(e) 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 happen.

(f) A management committee member who participates in a meeting in the way described in rule 23(e) is taken to be present at the meeting.

(g) A question arising at any meeting of the management committee is to be decided by a majority vote of members of the management committee that are present at the meeting and, in the case of equality of votes, the question is decided in the negative.

(h) A member of the management committee must not vote on a question about:

(i) a contract or proposed contract with the Association; or

(ii) an expression of interest for a volunteer or paid position with the Association,

if that member has an interest in the contract or proposed contract or expression of interest and, if that member does vote, that member's vote must not be counted.

(i) The president is to preside as chairman at every meeting of the management committee.

(j) If there is no president or if the president is not present within ten minutes after the time fixed for a management committee meeting, the finance officer is to preside as chairman at that management committee meeting.

(k) If there is no finance officer or if the finance officer is not present within twenty minutes after the time fixed for a management committee meeting, the members of the management committee who are present may choose one of their number to preside as chairman of that management committee meeting.

(l) For each meeting of the management committee, the chairman of that meeting may (with the prior written consent of all other members of the management committee that are present at that meeting):

(i) admit guests to; or


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(ii) exclude guests from,

that meeting.

(m) Any guest admitted to a meeting of the management committee in accordance with rule 23(l) will not have any right to vote at that meeting but may (with the consent of the chairman) address that meeting.

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

(a) At a meeting of the management committee, a quorum shall be constituted by more than 50% of the elected members of the management committee.

(b) If there is no quorum within fifteen minutes after the time fixed for the commencement of a management committee meeting called on the request of the members of the management committee, the meeting lapses.

(c) If there is no quorum within fifteen minutes after the time fixed for the commencement of a management committee meeting called other than on the request of members of the management committee:

(i) the meeting is to be adjourned to the same day in the next week at the same time and place, or to such other day and at such other time and place as the management committee may determine; and

(ii) if at the adjourned meeting a quorum is not present within fifteen minutes from the time fixed for the commencement of the adjourned management committee meeting, the adjourned meeting lapses.

25. Special meeting of management committee

(a) If the secretary receives a written request signed by at least three of the members of the management committee and that complies with rule 25(c), the secretary must call a special meeting of the management committee by giving each member of the management committee notice of the meeting in accordance with rule 25(d) and within seven days after the date on which the secretary receives the request.

(b) If the secretary is unable or unwilling to call the special meeting, the president must call the special meeting by giving each member of the management committee notice of the meeting in accordance with rule 25(d) and within seven days after the date on which the secretary receives the request.

(c) A request for a special meeting must state:

(i) the reasons why the special meeting is being called; and


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(ii) the nature of the business to be conducted at the special meeting.

(d) A notice of special meeting must state:

(i) the day, time and place of the meeting; and

(ii) the business to be conducted at the meeting.

(e) A special meeting of the management committee must be held within fourteen days after notice of the meeting is given to the members of the management committee in accordance with rule 25(a) or rule 25(b).

26. Minutes of management committee meetings

(a) 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 book.

(b) To ensure the accuracy of the minutes, the minutes of each management committee meeting must be signed by the chairman of that meeting, or the chairman of the next management committee meeting, verifying their accuracy.

27. Appointment of sub-committees

(a) The management committee may delegate any of its powers to a sub-committee consisting of such members of the Association as the management committee thinks fit.

(b) Any sub-committee formed by the management committee must in the exercise of the powers delegated to it by the management committee conform to any regulations that may be imposed on it by the management committee or the Act.

(c) The president shall be an ex officio member of all sub-committees of the Association and shall act as chairman of all meetings of sub-committees.

(d) If there is no president or if the president is not present within fifteen minutes after the time fixed for a sub-committee meeting, the members of the sub-committee who are present may choose one of their number to preside as chairman of that sub-committee meeting.

(e) Each sub-committee must decide how a meeting for that sub-committee is to be called and (if necessary) adjourned and what constitutes a quorum for any meeting of that sub-committee.

(f) For each sub-committee, notice of a meeting is to be given in the way decided by that sub-committee.


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(g) Each sub-committee may hold meetings, or permit a sub-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 happen.

(h) For each sub-committee, a committee member of that sub-committee who participates in a meeting in the way described in rule 27(g) is taken to be present at the meeting.

(i) For each sub-committee, a question arising at any meeting of that sub-committee is to be decided by a majority vote of the members of that sub-committee that are present at that sub-committee meeting and, in the case of an equality of votes, the question is decided in the negative.

(j) For each sub-committee, a member of that sub-committee must not vote on a question about:

(i) a contract or proposed contract with the Association; or

(ii) an expression of interest for a volunteer or paid position with the Association,

if that member has an interest in the contract or proposed contract or expression of interest and, if that member does vote, that member's vote must not be counted.

28. Acts not affected by defects or disqualifications

(a) An act performed by the management committee, a sub-committee or a person acting as a member of the management committee is taken to have been validly performed.

(b) Rule 28(a) applies even if the act was performed when:

(i) there was a defect in the appointment of a member of the management committee, sub-committee or person acting as a member of the management committee; or

(ii) a management committee member, sub-committee member or person acting as a member of the management committee was disqualified from being a member.

29. Resolutions of management committee without meeting

(a) A resolution in writing signed by a majority of the member of the management committee is as valid and effectual as if it had been passed at a meeting of the management committee that was properly called and held.

(b) A resolution mentioned in rule 29(a):


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(i) may consist of several documents in like form, each signed by one or more members of the management committee; and

(ii) may be sent by way of email and will be deemed to be signed by each member of the management committee who replies to that email confirming that they vote for the resolution.

30. Annual general meetings

Each annual general meeting must be held:

(a) at least once each year; and

(b) within six months after the end date of the Association's financial year.

31. Business to be conducted at annual general meeting of level 1 incorporated associations and particular level 2 and 3 incorporated associations

(a) This rule applies only if the Association is:

(i) a level 1 incorporated association; or

(ii) a level 2 incorporated association to which section 59 of the Act applies; or

(iii) a level 3 incorporated association to which section 59 of the Act applies.

(b) The following business must be conducted at each annual general meeting of the Association:

(i) receiving the Association's financial statement, and audit report, for the last reportable financial year;

(ii) presenting the financial statement and audit report to the meeting for adoption;

(iii) electing members of the management committee (if required at that annual general meeting);

(iv) for a level 1 incorporated association—appointing an auditor or an accountant for the present financial year; and

(v) 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 year.


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

(a) This rule applies only if the Association is a level 2 incorporated association to which section 59A of the Act applies.


(i) receiving the Association's financial statement, and signed statement, for the last reportable financial year;

(ii) presenting the financial statement and signed statement to the meeting for adoption;

(iii) electing members of the management committee (if required at that annual general meeting); and

(iv) appointing an auditor, an accountant or an approved person for the present financial year.

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

(a) This rule applies only if the Association is a level 3 incorporated association to which section 59B of the Act applies.


(i) receiving the Association's financial statement, and signed statement, for the last reportable financial year;

(ii) presenting the financial statement and signed statement to the meeting for adoption; and

(iii) electing members of the management committee (if required at that annual general meeting).

34. Special General Meeting

(a) The secretary must call a special general meeting by giving each member of the Association notice of the meeting within fourteen days after:

(i) being directed to call the meeting by the management committee; or


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(ii) being given a requisition in writing signed by at least the number of members of the Association equal to double the number of members on the management committee when the requisition is signed plus one.

(b) A requisition mentioned in rule 34(a)(ii) shall clearly state the reasons why the special general meeting is being called and the nature of the business to be conducted at the special general meeting.

(c) A special general meeting must be held within three months after the secretary:

(i) is directed to call the meeting by the management committee; or

(ii) is given the written request mentioned in rule 34(a)(ii).

(d) If the secretary is unable or unwilling to call the special general meeting, the president must call the special general meeting.

35. Notice of General Meeting

(a) The secretary may call a general meeting of the Association.

(b) The secretary must give at least 21 days notice of the meeting to each member of the Association. Notice of a meeting must be given in writing.

(c) The manner in which the notice specified in rule 35(b) shall be given under rule 35(e) must be determined by the management committee.

(d) A notice of a general meeting must set out the place, date and time of the meeting and state the nature of the business to be conducted at the meeting.

(e) The Association may give notice of a general meeting to a member:

(i) personally;

(ii) by sending it by post to the address for the member in the register of members or the alternative address (if any) nominated by the member; or

(iii) by sending it to the facsimile number or electronic address (if any) nominated by the member.

(f) A notice sent by post is deemed to have been received on the day after the date of its posting.

(g) A notice sent by facsimile transmission is deemed to have been received on production of a transmission report by the machine from which the facsimile was sent, which indicates that the facsimile was sent in its entirety to the facsimile number of the recipient.


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(h) A notice sent by electronic mail is deemed to have been received on the day and at the time specified in a delivery report indicating that the notice has been delivered.

(i) The accidental omission to give a notice of any general meeting to, or the non-receipt of any such notice by, a member entitled to be notified does not invalidate the meeting or any resolution passed at the meeting.

36. Quorum for, and adjournment of, general meeting

(a) The quorum for any general meeting (including any annual general meeting) is at least the number of members elected or appointed to the management committee at the close of the Association's last general meeting plus one.

(b) However, if all members of the Association are members of the management committee, the quorum is the total number of members less one.

(c) No business may be conducted at a general meeting unless there is a quorum when the meeting proceeds to business.

(d) If there is no quorum within fifteen minutes after the time fixed for the commencement of a general meeting called in accordance with rule 34(a)(i) or rule 34(a)(ii), the meeting lapses.

(e) If there is no quorum within 15 minutes after the time fixed for a general meeting called other than in accordance with rule 34(a)(i) or rule 34(a)(ii):

(i) the meeting is to be adjourned to the same day in the next week at the same time and place, or to such other day and at such other time and place as the management committee may determine; and

(ii) if at the adjourned meeting a quorum is not present within fifteen minutes from the time fixed for the commencement of the adjourned meeting, the members present shall constitute a quorum.

(f) The chairman 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 place.

(g) If a meeting is adjourned in accordance with rule 36(f), only the business left unfinished at the meeting from which the adjournment took place may be conducted at the adjourned meeting.

(h) 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 days.

(i) 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.


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37. Procedure at general meeting

(a) A member may take part and vote in a general meeting in person or by using any technology that reasonably allows the member to hear and take part in discussions as they happen, including:

(i) video conferencing;

(ii) telephone;

(iii) any other technology which permits members to hear and take part in discussions as they happen; and

(iv) any combination of these technologies.

(b) A member who participates in a meeting in accordance with rule 37(a) is taken to be present at the meeting.

(c) At each general meeting:

(i) the president shall preside as chairman; or

(ii) if there is no president, or if the president is not present within fifteen minutes after the time fixed for the commencement of the meeting or is unwilling to act, the finance officer shall be the chairman; or

(iii) if there is no finance officer, or if the finance officer is not present within thirty minutes after the time fixed for the commencement of the meeting or is unwilling to act, then the members present shall elect one of their number to be chairman of the meeting.

(d) At each general meeting, the chairman shall maintain order and must conduct the meeting in a proper and orderly way.

38. Voting at general meeting

(a) At a general meeting, each question, matter or resolution, other than a special resolution, must be decided by a majority of votes of the members present who are eligible to vote.

(b) Each:

(i) Affiliated Team is not entitled to vote and is not entitled to a right of speech on any resolution prior to the determination of that resolution;

(ii) Life Member is not entitled to vote but is entitled to a right of speech on any resolution prior to the determination of that resolution;


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(iii) Member Club is entitled to one vote only and is entitled to a right of speech on any resolution prior to the determination of that resolution; and

(iv) Member Association is entitled to one vote only and is entitled to a right of speech on any resolution prior to the determination of that resolution.

(c) A Member Club or Member Association is not entitled to vote at a general meeting if that member's annual subscription fees are more than one month in arrears at the date of that meeting.

(d) The method of voting is to be either by way of ballot or such other method as is decided by the management committee.

(e) However, if at least 20% of the members present demand a secret ballot, voting must be by secret ballot.

(f) If a secret ballot is held, the chairman must appoint two members to conduct the secret ballot in the way the chairman decides.

(g) The result of a secret ballot as declared by the chairman is taken to be a resolution of the meeting at which the ballot was held, so long as the chairman also declares the number of votes that were cast in that secret ballot for and against the resolution.

(h) The management committee may determine that at any general meeting, a member who is entitled to attend that meeting and vote at that meeting is entitled to a direct vote. A 'direct vote' includes a vote delivered to the Association by post, fax or other electronic means approved by the management committee. The management committee may specify the form, method and timing of giving a direct vote at a general meeting in order for the vote to be valid.

39. Proxies

(a) An instrument appointing a proxy shall be in writing and in the common or usual form.

(b) The instrument appointing a proxy must:

(i) if the appointor is an individual - be signed by the appointor or the appointor's attorney properly authorised in writing; or

(ii) if the appointor is a corporation:

(A) be under seal; or

(B) be signed by a properly authorised officer or attorney of the corporation.


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(c) A member of the Association may appoint as its proxy any member of the Association or person who has not already been appointed as the proxy of another member of the Association.

(d) The instrument appointing a proxy is taken to confer authority to demand or join in demanding a secret ballot.

(e) If a member wants a proxy to vote for or against a resolution, the instrument appointing the proxy shall be in writing and in such form as the management committee determines.

(f) Each instrument appointing a proxy must be given to the secretary prior to the commencement of the meeting or adjourned meeting at which the member named in the instrument proposes to vote.

(g) If the secretary identifies any member of the Association or other person who has been appointed as proxy of two or more members of the Association, the secretary may decide in its absolute discretion which members are required to change their appointed proxy and must provide notice of the required change to those members.

40. Minutes of general meetings

(a) The secretary must ensure full and accurate minutes of all questions, matters, resolutions and other proceedings of every general meeting are entered in a minute book. The minute book may be kept in an electronic form.

(b) To ensure the accuracy of the minutes:

(i) the minutes of each general meeting must be signed by the chairman of that meeting, or the chairman of the next general meeting, verifying their accuracy; and

(ii) the minutes of each annual general meeting must be signed by the chairman of the meeting, or the chairman of the next meeting of the Association that is a general meeting or annual general meeting, verifying their accuracy.

(c) If asked by a member, the secretary must, within twenty-eight days after the request is made:

(i) make the minute book for a particular general meeting available for inspection by the member at a mutually agreed time and place; and

(ii) give the member copies of the minutes of the meeting.

(d) The Association may require the member to pay the reasonable costs of providing copies of the minutes.


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41. By-Laws

(a) The management committee may make, amend or repeal by-laws, not inconsistent with these rules, for the internal management of the Association.

(b) A by-law may be set aside by a vote of members at a general meeting of the Association.

42. Alteration of Rules

(a) Subject to the Act, these rules may be amended, repealed or added to by a special resolution carried at a general meeting.

(b) However, an amendment, repeal or addition is valid only if it is registered by the chief executive.

43. Common Seal

(a) The management committee must ensure that the Association has a common seal.

(b) The common seal must be:

(i) kept securely by the management committee; and

(ii) used only under the authority of the management committee.

(c) Each instrument to which the seal is affixed must be signed by a member of the management committee and countersigned by:

(i) the secretary; or

(ii) a second member of the management committee; or

(iii) someone authorised by the management committee.

44. Funds and accounts

(a) 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.

(b) Proper records and accounts must be kept and maintained either in writing or printed form in the English language showing full and accurate particulars of the financial affairs of the Association.


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(c) All amounts must be deposited in the account contemplated by rule 44(a) as soon as practicable after receipt.

(d) Cheques, other than those for wages, allowances or petty cash recoupment, must be crossed 'not negotiable'.

45. General financial matters

(a) On behalf of the management committee, the finance officer must, as soon as practicable after the end date of each financial year, ensure that a financial statement is prepared that contains particulars of:

(i) the income and expenditure of the Association for that financial year; and

(ii) the assets and liabilities, including all mortgages, charges and securities affecting the property, of the Association as at the end date of that financial year.

(b) The income and property of the Association must be used solely in promoting the Association's objects and exercising the Association's powers.

46. Documents

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

47. Financial Year

The end date of the Association's financial year is the 30th day of June in each year.

48. Distribution of surplus assets to another entity

(a) This rule applies if the Association:

(i) is wound-up under part 10 of the Act; and

(ii) has surplus assets.

(b) The surplus assets must not be distributed among the members of the Association.


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(c) The surplus assets must be given to another entity:

(i) having objects similar to the Association's objects; and

(ii) the rules of which prohibit the distribution of the entity's income and assets to its members.

(d) In this rule, 'surplus assets' has the meaning given to that term by section 92(3) of the Act.

49. WPA Provisions

Despite any other rule, while the Association is a member of WPA and for so long as the Association's rules are required by WPA's constitution to contain the following provisions, the Association must:

(a) advise WPA as soon as practicable of any serious administrative, operational or financial difficulties the Association is having;

(b) assist WPA with investigating those issues; and

(c) cooperate with WPA in addressing those issues in whatever manner, including by allowing WPA to appoint an administrator to conduct and manage the Association's business and affairs, or to allow WPA itself to conduct all or part of the business or affairs of the Association and on such conditions as WPA itself considers appropriate.

50. Transitional Provisions

These rules must be interpreted in such a way that:

(a) every member of the management committee in office immediately before these rules are adopted continues in office subject to, and is taken to have been appointed or elected under, these rules;

(b) any register maintained by the Association immediately before these rules are adopted is taken to be a register maintained under these rules;

(c) any seal adopted by the Association immediately before these rules are adopted is taken to be a seal that the Association has under a relevant authority given by these rules; and

(d) unless a contrary intention appears in these rules, all persons ,things, agreements and circumstances appointed, approved or enacted by or under the rules of the Association in force before these rules are adopted, continue to have the same status, operation and effect after these rules are adopted.