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Killcare SLSC Constitution

KILLCARE SURF LIFESAVING CLUB INC.
ABN 56499340296
CONSTITUTION
Dated: 8th August, 2015

 

1. TITLE

The club shall be known as the KILLCARE SURF LIFE SAVING CLUB INCORPORATED.

2. DEFINITIONS

3. CLUB’S CONSTITUTION

a.Constitution of the Club

The Constitution will clearly reflect the objects of SLSNSW and shall generally conform with the Branch and SLSNSW Constitutions, subject to any requirements in the Act, and at least to the extent of:

i. The objects of SLSNSW;

ii. The structure and membership categories of SLSA;

iii. Recognising SLSA as the national peak body for surf lifesaving in Australia;

iv. Recognising SLSNSW as the peak body for lifesaving in New South Wales;

v. Recognising the Branch;

vi. Recognising SLSA as the final arbiter on matters pertaining to surf lifesaving in Australia, including disciplinary proceedings; and

vii. Such other matters as are required to give full effect to the SLSNSW Constitution;

With such incidental variations as are necessary having regard to the Act.

b. Operation of the Branch and SLSNSW Constitution

i. The Club will take all steps to ensure its Constitution is in conformity with the Branch and SLSNSW Constitutions at least to the extent set out in rule a and in respect of those matters set out in rule a shall ensure this Constitution is amended in conformity with future amendments made to the Branch, SLSNSW and SLSA Constitutions, subject to any prohibition or inconsistency in the Act.

ii. The Club shall provide to the Branch and SLSNSW a copy of its Constitution and all amendments to this document. The Club acknowledges and agrees that SLSNSW has power to veto any provision in its Constitution which, in SLSNSW’s opinion, is contrary to the objects of SLSNSW.

4. ALTERATION TO CONSTITUTION AND RULES

No alteration can be made to any of this constitution and rules except at

a) in accordance with the Act, and in compliance with all other procedures under the Act (if any) and

b) at

i. an Annual General Meeting or

ii. Special General Meeting

of which fourteen (14) day’s notice in writing has been given to all financial members of the date and time fixed for such meeting and the proposed alteration clearly set our therein.

The management committee shall have power to make regulations from time to time for the proper conduct of the Club’s activities. The regulations be called by-laws and shall take effect immediately, and will be displayed on the Club website.

5. AFFILIATION

Killcare Surf Life Saving Club (The Club) shall be affiliated with Surf Life Saving Central Coast Branch, SLSNSW and SLSA. Through the Branch, State and National affiliations with SLSNSW, Killcare Surf Life Saving Club will abide by the articles, rules, Constitutions, By-Laws and awards of SLSA, SLSNSW and the Branch. Subject to compliance with this Constitution, the Branch Constitution, the SLSNSW Constitution and the SLSA Constitution the Club shall continue to be recognised as a Member of the Branch and of SLSNSW and shall administer surf lifesaving activities in Killcare in accordance with the Objects.

Compliance of Club

The Members acknowledge and agree the Club shall:

i. Be or remain incorporated in New South Wales;

ii. Appoint the President as Delegate to represent the Club at general meetings of the Branch;

iii. Nominate such other persons as may be required to be appointed to Branch or SLSNSW committees from time to time under this Constitution or the Branch Constitution or SLSNSW Constitution or otherwise;

iv. Forward to the Branch and SLSNSW a copy of its constituent documents and details of its Directors;

v. Adopt the objects of SLSNSW (in whole or in part as are applicable to the Club) and adopt rules which reflect, and which are, to the extent permitted or required by the Act, generally in conformity with the Branch and SLSNSW Constitutions;

vi. Apply its property and capacity solely in pursuit of the Objects and surf lifesaving;

vii. Do all that is reasonably necessary to enable the Objects to be achieved;

viii. Act in good faith and loyalty to ensure the maintenance and enhancement of surf lifesaving, its standards, quality and reputation for benefit of the Members and surf lifesaving;

ix. At all times act on behalf of and in the interests of the Members and surf lifesaving; and

x. By adopting the objects of SLSNSW, abide by the SLSNSW Constitution.

6. OBJECTS

The objectives of the Club shall be:

a) To be a lifesaving club and to study, practice and demonstrate the methods of lifesaving.

b) To patrol surf bathing areas solely or in conjunction with other Surf Life Saving Clubs and/or Local Government Lifeguards. To minimise the loss of lives from drowning by providing and maintaining efficient lifesaving practices and apparatus.

c) Participate as a Member of SLSNSW and SLSA.

d) To enforce the observance of Rule, By-laws and regulations of the club and deal with any infringements of same.

e) To acquire land and other property for Club for such purposes as the committee may from time to time think fit and to mortgage and remortgage the same or borrow money in any other manner for the purposes of the club and to take or grant leases of any property.

f) To promote lifesaving competition to enhance the objects of the Club as well as to foster sportsmanship and values which will in turn promote harmony within the Club and its relationship with the community.

g) To enter into any arrangements or contracts with any government or other authority or body for any of the purposes of the Club.

h) To provide facilities for enjoyable education and development of our youth, with additional emphasis on the Junior Activities section of the Club as a key part of our community service and further to develop strategies and procedures designed to encourage Youth and Junior Activity members and their families to remain actively involved in surf lifesaving after they have finished their youth or junior activity programs.

i) To provide a safe and caring environment for all members and visitors and a place where they can meet in good fellowship.

j) To educate members and the community in beach, aquatic safety, the environment and promote skills and knowledge in beach and surf recreation.

k) To provide access for disadvantaged and disabled groups to the services, facilities and educational programs of our Club.

l) To provide members of the Club with access to training opportunities, equipment and facilities for the purpose of improving their ability to engage in the full range of SLSA approved surf sports and lifesaving activities.

m) To encourage our members to obtain training, education and coaching qualifications/accreditation to enable them to provide training programs needed to help other Club members and members of the community.

n) To encourage public, corporate and government sponsorship and support of our Club and surf life saving in general and to recognise that support whenever and wherever possible.

o) To pursue fundraising arrangements including sponsorship and marketing opportunities as are appropriate to further interests of club.

p) To promote the history of lifesaving and surfing and educate members of the club and the public.

q) To use and protect the Intellectual property of the club.

r) To have regard to the public interest in its operations as a life saving club and to be an equal opportunity employer.

7. EQUAL OPPORTUNITY

The club in its constitution and rules shall abide by the Anti-discrimination Act 1977 (as amended).

8. APPLICATION FOR MEMBERSHIP

a) An application for membership by an individual must be:

i. In writing on the form prescribed from time to time by SLSNSW and/or SLSA, from the applicant and lodged with the Club; or

ii. Submitted online via the Lifesaving Online membership portal and in accordance with the process (if any) as proscribed by the Board from time to time; and

iii. Accompanied by the appropriate fee, if any.

b) Discretion to Accept or Reject Application

i. The Club may accept or reject an application whether the applicant has complied with the requirements or not, and shall not be required or compelled to provide any reason for such acceptance or rejection.

ii. Where the Club accepts an application the applicant shall, subject to notification to the Branch and SLSNSW, become a Member.

iii. Membership of the Club shall be deemed to commence upon acceptance of the application by the Club. The Register shall be updated accordingly as soon as practicable.

iv. If the Club rejects an application, it shall refund any fees forwarded with the application, and the application shall be deemed rejected by the Club. No reasons for rejection need be given.

c) Renewal of Membership

i. Members must re-apply annually for membership of the Club in accordance with the procedures set down by the Club from time to time.

ii. Upon re-application a Member must provide details of any change in their personal details, and any other information reasonably required by the Club.

9. LIABILITY OF MEMBERS

The liability of the Members of the Club is limited.

10. MEMBERSHIP CATEGORIES

a) Membership categories of special privilege need not be granted as a matter of members rights, but when granted, will be in recognition of years of satisfactory service.

b) In times of National Conflict, member’s service in the Australian Armed Forced may be credited to Active, Active Reserve or Long Service Membership Categories.

c) Recognition of service to other clubs within the S.L.S.A. of Australia, in accordance with the Killcare S.L.S.C. Membership classification, shall be at the discretion of the Management Committee

d) Active members shall fulfil all club obligations as required in this Constitution.

The Members of the Club shall consist of:

10.1 PROBATIONARY MEMBER

Probationary membership is any person within the time period of having lodged their application for membership and gaining an award. This membership will be reviewed and terminated if in the opinion of the Chief Instructor or the Board, not enough effort is being put into the training for the award.

a) Shall be the designation of any person for the time period between applying for membership and the gaining of an award and/or the granting of a membership by the Club management committee.

b) A probationary member must obtain the appropriate S.L.S.A. award within three (3) months of their appointment or further period as the management committee may approve in exceptional circumstances.

c) Probationary members shall be subject to all rules, regulations and restrictions as made by the management committee.

d) Probationary members shall not be allowed to vote at any meeting.

e) Every Active Probationary member, who does not hold a Bronze Medallion of the S.L.S.A. of Australia shall attend the first available training session to obtain that award. Should any member fail to obtain that award, their membership will be transferred to a General Member by the management committee.

f) They shall attend the required classes and sessions for their qualification for relevant awards and carry out patrols or other duties as required by the Committee.

10.2 JUNIOR ACTIVITY MEMBER (5-13YEARS)

A Junior Activities Member shall be a person who is a minimum age of five (5) years and a maximum age of thirteen (13) years as at 30th day of September in the year of membership. Junior members shall be required to gain the relevant Surf Education Certificate qualifications for that person’s age group as determined by SLSA. Junior Activities Members are not entitled to vote at General Meetings.

10.3 CADET MEMBER

Shall be a member of the age qualifications as defined SLSA’s Manuals and who has obtained the Surf Life Saving Certificate or has passed an annual proficiency test.

a) A cadet member shall be rostered for patrols.

b) Cadet members shall be entitled to use the Club premises and facilities as determined by the management committee, and be permitted to take part in club competitions as approved by the management committee.

c) Cadet members are not be entitled to vote at any meeting.

10.4 ACTIVE MEMBER

a) No other S.L.S.A. awards will qualify for active membership other than the S.L.S.A. Bronze Medallion.

b) Active members shall perform beach patrol and life saving duties in accordance with club regulations and they shall qualify in the club proficiency test each season unless that member has obtained the Bronze Medallion during that season.

c) Active members shall be entitled to use the Club premises and facilities as approved by the management committee.

d) Active Members shall have the right to be present, to debate and to vote at General Meetings.

10.5 ACTIVE RESERVE MEMBER

a) Active Reserve membership may be granted to active members who have satisfactorily completed (from the gaining of their Bronze Medallion) a minimum of ten (10) years of patrols patrols within the S.L.S.A. of Australia of which 4 of those years needs to be served at Killcare. Number of years relates to surfing seasons.

b) No member may apply to be transferred to active reserve membership under the age of 25 years.

c) Members must apply in writing on the Club approved application form a minimum of fourteen (14) days prior to the club Annual General Meeting. Any application to transfer to active reserve membership shall be dealt with at the first management committee meeting immediately following the Annual General Meeting.

d) Active Reserve members shall be entitled to use the Club premises and facilities as approved by the management committee.

e) Active Reserve Membership shall not be automatic, but shall be granted by resolution of the appropriate club body.

f) Active Reserve Members shall complete the annual proficiency test.

10.6 LONG SERVICE MEMBERSHIP

Long Service membership may be granted by the management committee to members who have completed twelve (12) years of active service or have completed 10 years active and four (4) years active reserve service.

a) Granting of Long Service membership shall be by the resolution of the management Committee and members must apply in writing a minimum of fourteen (14) days prior to the club Annual General Meeting.

b) Long Service membership shall be exempt from all patrol obligations and they have the privileges of an active member.

c) Long Service Members shall have the right to be present, to debate and to vote at General Meetings.

10.7 ASSOCIATE MEMBERSHIP

a) Associate membership may be granted by the management committee to persons who may or may not be the holder of S.L.S.A. awards.

b) Applicants for admission as Associate members must be a parent or guardian of at least one child enrolled in Junior Activities.

c) Associate members shall not be called upon to perform active duties.

d) Associate members may use the club premises and facilities as approved by the management committee.

e) No Associate member may vote at any Management Committee or General Meeting unless they hold a management committee position.

10.8 LIFE MEMBERSHIP

a) Life Membership may be elected at the Annual General meeting by ballot, which must be carried by a four-fifths (4/5) majority of the vote cast by those present and entitled to vote, provided the nominees are members of this club who have rendered special service as such to Killcare Surf Life Saving Club over a period of fifteen (15) years and whose nominations have been endorsed by a four-fifths majority of the votes cast by those present and entitled to vote at a management committee meeting. Voting at the Annual General Meeting and management committee meeting shall be by secret ballot.

b) The member being nominated should have carried out some service as a member of the Club management committee.

c) Nominations for Life Membership shall be in writing and signed by nominee and endorsed by two members of the club who have served fifteen (15) years satisfactory service with this club. Nomination to be submitted to a management committee of which fourteen (14) days notice has been given and if so endorsed to be submitted to the next Annual General Meeting.

d) The nominees may speak for the nomination at both the management committee meeting and the Annual General Meeting.

10.9 AWARD MEMBERSHIP

a) Award membership may be granted to a member who holds a SLSA award, one of which must be the Senior Provide First Aid Certificate, or more awards as listed in the SLSA Rules and Regulations.

b) Such member may be called upon to perform patrols and/or other club obligations within the ability of their qualifications, and undertake the Patrol Induction Program.

d) Award members shall not be entitled to vote at General meetings unless they hold a position on the Committee.

10.10 SOCIAL MEMBERSHIP

a. Social membership may be granted by the management committee to persons who may or may not be the holder of S.L.S.A. awards.

b. Social members shall not be called upon to perform active duties.

c. Social members may use the club premises and facilities as approved by the management committee.

d. No Social member may vote at any Management Committee or General Meeting unless they hold a management committee position.

10.11 HONORARY MEMBERSHIP
The management committee may approve Honorary Membership to visitors to the Club for a period not exceeding three (3) months in any one season. Honorary members do not have any voting rights at any management committee or Annual General meeting. Honorary members can use the Clubs facilities and premises as defined by the management committee.

11. NEW MEMBERSHIP NOMINATION

Applications for membership shall be in writing on the official form of the Club duly signed by the applicant, together with an application fee equivalent to the annual subscription fee of the class of membership being applied for. This will ensure that each member in training is covered by Personal Accident Insurance.

a) An applicant shall not be considered by the management committee in the event of the applicant being financially indebted to another affiliated Surf Life Saving Club.

b) In the event of the application for membership not being accepted, the application fee shall be refunded forthwith.

c) The election of all new members to any category shall be by secret ballot of the management committee at the meeting so convened and approved by no less than three fourths(3/4) of those present and entitled to vote.

d) No person whose nomination for membership has been twice rejected shall be eligible for election as a member or officer of the Club.

12. LEAVE OF ABSENCE

a) Any members can apply to the Director of Administration for leave of absence, in writing and stating the reason for application. The approval of such request shall be considered by the management committee, who shall not be bound to consent approval.

b) Leave of absence shall not relieve any member from the Club’s criteria for qualifying for Active Reserve or Long Service membership unless the member can show that they have carried out patrols in another S.L.S.A. affiliated club, and shall not relieve the member to pay the usual subscription to the Club.

13. TRANSFERS

All application for transfer to other S.L.S.A. affiliated clubs shall be in writing and on the Club’s approved form and/or the S.L.S.A. approved form, and will not be granted to members unless they have had a satisfactory period of service to Killcare S.L.S.C.

14. ANNUAL SUBSCRIPTIONS

a) Members of all membership categories, with the exception of honorary members and life members, must renew their membership by payment of the fees (including any outstanding monies due to the Club) for the new season.

b) The amount for membership fees and any other fees deemed necessary including but not limited to training room fees, joining fees, penalty fees, award fees, storage fees, locker fees and age discounts for the next season shall be as determined by the Board

c) Fees for membership renewal become due and payable from 1 May in each year and must be paid in full before 1 October in that year. The Director of Administration shall notify members not later than the 1st day of September each year that their annual membership subscriptions are due and payable.

d) The Board may determine that membership fees paid after 1 October may be subject to a penalty fee.

e) If the fee for membership renewal is not paid by the 30th October of the year in which it fell due or other time stipulated by the SLSA, the membership will lapse.

f) Membership fees for new members must be paid at the time the application for membership is made.

g) A person who is known to be un-financial or excluded in any way from another club affiliated within SLSA cannot be accepted as a member of the Club. Under exceptional circumstances the Board may waive this provision.

h) A member whose membership has lapsed by virtue of sub-clause (g) above can rejoin and pay current joining fee. Under exceptional circumstances the Board may waive this provision.

15. REGISTERS

a) Club to Keep Register of Members

The Club shall keep and maintain a Register of Members in which shall be entered:

i. The full name and address of the Member;

ii. The category of membership of the Member;

iii. The date on which the Member became a Member;

iv. Any other information determined by the Board; and

v. For each former Member, the date of ceasing to be a Member.

b) Use of SurfGuard

SurfGuard shall be used as the Register of Members.

c) Changes to Member Details

Members shall provide notice of any change and required details to the Club within one month of such change.

d) Inspection of Register

Inspection of the Register will only be available as required by the Act and under rule 40(b).

e) Use of Register

Subject to confidentiality considerations and privacy laws, the Register may be used by the Club to further the Objects, as the Board considers appropriate.

16. DISCONTINUANCE OF MEMBERSHIP

a) Discontinuance by Notice of Resignation

A Member having paid all arrears of fees payable to the Club may resign or withdraw from membership of the Club by giving notice in writing to the Club of resignation or withdrawal.

b) Discontinuance by Breach

i. Membership of the Club may be discontinued by the Board upon breach of any clause of this Constitution, including but not limited to the failure to pay any monies owed to the Club, failure to comply with the By-Laws or any resolution or determination made or passed by the Board or any duly authorised committee.

ii. Membership shall not be discontinued by the Board under rule i without the Board first giving the accused Member the opportunity to explain the breach and/or remedy the breach. The accused Member shall be granted seven days notice of their right to appear and be heard by the Board to explain the breach and/or remedy the breach.

iii. Where a Member fails, in the Board’s view to adequately explain or remedy the breach, that Member’s membership may be discontinued under rule i by the Club giving written notice of the discontinuance.

iv. Any Member’s membership that is discontinued under rule i shall have the right to appeal the discontinuation under the Grievances, Judicial and Discipline Regulations of SLSA as amended from time to time.

v. Any Special General Meeting in accordance with rule iv shall be convened under this Constitution.

c) Discontinuance by Failure to Pay Subscription

i. A Member is taken to have resigned if:

A. the Member’s annual subscription is outstanding more than one month after the date on which subscription fees fall due and payable; or

B. if no annual subscription is payable:

a. the Club has made a written request to the Member to confirm that he or she wishes to remain a Member; and

b. the Member has not, within three months after receiving that request, confirmed in writing that he or she wishes to remain a Member, or

ii. Should a sufficient explanation be made to the Board for the failure to pay subscription or reason for not responding to a request, the Board shall have the power to restore the Membership upon payment of the amount due (if any).

d) Resignation by Failure to Re-Apply

If a Member has not re-applied for Membership with the Club within one month of re-application falling due, that Member’s membership will be deemed to have lapsed from that time.

e) Amendment to the Register

Where a Member resigns under this rule 16 an entry, the date on which the Member ceased to be a Member, shall be recorded in the Register as soon as practicable.

f) Forfeiture of Rights

A Member who ceases to be a Member, for whatever reason, shall forfeit all rights in and claims upon the Club and its property and shall not use any surf lifesaving equipment or other property of the Club including Intellectual Property. Any Club documents, records or other property in the possession, custody or control of that Member shall be returned to the Club immediately.

g) Membership May be Reinstated

Membership which has been discontinued under rule 16 may be reinstated at the discretion of the Board, upon such conditions as it deems appropriate.

h) Refund of Membership Fees

Membership fees or subscriptions paid by the discontinued Member may be refunded on a pro-rata basis to the Member upon discontinuance.

17. GRIEVANCE PROCEDURES

Occupational Health and Safety, Member Protection and Resolution of Disputes/Grievances

a) Killcare SLSC complies where practicable with the SLSA recommended Occupational Health and Safety Guidelines and is committed to providing a club where all persons are safe.

b) Killcare SLSC complies where practicable with the SLSA Member Safety and Wellbeing Policy and does not tolerate harassing, bullying, discriminative or abusive behaviour by or against any member.

c) Killcare SLSC complies where practicable with the SLSA Grievance Procedure Policy and is committed to resolving disputes or grievances that arise between members or from administrative decisions effectively, efficiently and confidentially.

Where required the Board will make By-laws specifying procedure to be adopted by Killcare SLSC in relation to each of the policies referred to in a), b) and c).

18. ANNUAL GENERAL MEETING

a) The Club shall meet at least once every year.

b) Fourteen (14) days notice in writing shall be given to all persons who are financial members. The notice convening any Annual General Meeting shall be delivered or posted to members, but no proceedings shall in invalidated by any accidental omission in this respect.

c) No business shall be transacted at any general meeting unless a quorum is present at the time when the meeting proceeds to business. A quorum for General Meetings of the Club shall be 10 Members represented personally or by their proxies.

d) The Annual General Meeting shall be held on a date set by the management committee in each year, but no later than the second week in August, to receive the Annual Report of the management committee and receive the Audited Financial Statement of the Director of Finance.

e) All offices and positions including honorary shall be declared vacant and the meeting shall elect a President who shall conduct the election of office bearers for the coming season. Voting on the election of officers to be absolute.

f) The chairman of the meeting shall have one (1) casting vote.

g) The meeting shall follow the format as set out in this Constitution.

19. SPECIAL GENERAL MEETING

The management committee may call a special General Meeting at the time and the Director of Administration shall be bound to do so upon receiving a request in writing from ten (10) financial members entitled to vote stating the business to be discussed. The notice convening any Special General Meeting shall state the business to be discussed.

a) Fourteen (14) days notice in writing shall be given to all persons who are members at the close of the financial year. The notice convening any Annual General Meeting shall be delivered or posted to members, but no proceedings shall be invalidated by any accidental omission in this respect.

b) In the event of their being no quorum present at a Special General Meeting of the Club, such meeting shall stand adjourned for one week to be held at the same place and hour, and if a quorum is not present the meeting shall lapse.

c) Cadet, Probationary, Junior Activity, Award, Social, Temporary, Associate and Honorary members and officers who are not otherwise members shall not be entitled to vote at any General Meeting.

d) Only financial members may vote at a Special General Meeting or Extraordinary Meeting.

e) A quorum at a Special General Meeting shall be ten (10) financial members.

20. MINUTES OF GENERAL MEETINGS

(a) The Board must ensure that minutes are taken and kept of each General Meeting.

(b) The minutes must record:

i. the business considered at the meeting;

ii. any resolution on which a vote is taken and the result of the vote; and

iii. the names of all persons present at all meetings.

(c) In addition, the minutes of each Annual General Meeting must include:

i. any reports or financial statements submitted to the Members at the Annual General Meeting; and

ii. any audited accounts and auditor’s report or report of a review accompanying the financial statements that are required under the Act.

21. VOTING RIGHTS

All members must be financial at the time of the meeting.

Those entitled to vote at:

a) Annual General Meeting

b) Special General Meeting

c) Extraordinary Meeting

shall be members from the following categories:

1. Junior and Senior Active

2. Active Reserve

3. Long Service

4. Life Members

5. Associate members who have had in excess of 5 years active service or holds office at the time of voting.

6. Social Member who holds office at the time of voting.

Subject to any other provision of this Constitution, each category of membership that has a right to vote shall be entitled to one vote at General Meetings.

22. PROXIES

Proxies will only be accepted for the following:

a) Annual General Meeting

b) Special General Meeting

c) Extraordinary General Meeting

These must be submitted in writing and lodged with the Director of Administration forty-eight (48) hours prior to the meeting. Proxies may only be in favour of financial members present and entitled to vote.

23. PRESIDENT TO CHAIR

The President shall, subject to this Constitution, preside as chairperson at every General Meeting except:

a) In relation to any election for which the President is a nominee; or

b) Where a conflict of interest exists.

If the President is not present, or is unwilling or unable to preside the Members shall appoint one of the Directors to preside as chairperson for that meeting only.

24. POWERS OF BOARD

(a) The affairs of the Club shall be managed by the Board.

(b) Subject to this Constitution and the Act, the Board:

i. shall control and manage the business and affairs of the Club;

ii. may exercise all such powers and functions as may be exercised by the Club other than those powers and functions that are required by this Constitution to be exercised by the Members in General Meeting; and

iii. has power to perform all such acts and things as appear to the Board to be essential for the proper management of the business and affairs of the Club.

25. COMPOSITION OF BOARD

The Board shall comprise:

• President; *

• Director of Finance

• Director of Administration*

• Director of Lifesaving

• Director of Education*

• Director of Surf Sports

• Director of Member Services*

• Vice President House

• Director of Junior Activities*

a) Who must all be Members and who shall be elected in accordance with the Constitution.

b) Each member of the Board of Directors is to be elected in for a two year term with half the committee positions being subject to re-election each year.

c) The Board members denoted with an * shall be re-elected in odd years.

d) Board members may choose to nominate for a further term and shall be subject to election by the membership.

26. PORTFOLIOS

26.1 Right to Co-Opt

It is expressly acknowledged that the Board may co-opt any person with appropriate experience or expertise to assist the Board in respect of such matters and on such terms as the Board thinks fit. Any person so co-opted shall not be a Director, and shall not exercise the rights of a Director, but shall act in an advisory role only.

26.2 Appointment of Delegate

(a) The Board shall, from amongst its Members, appoint a Delegate to attend general meetings of the Branch for such term as the Board determines, and otherwise in accordance with the Branch Constitution.

(b) The Club must advise the Branch in writing of its Delegate.

27. ELECTION OF OFFICERS

i. One of each of the following will be voted in at the Annual General Meeting held in odd years: President, Director of Administration, Director of Education, Director of Member Services, Director of Junior Activities.

ii. One of each of the following will be voted in at the Annual General Meeting held in even years: Director of Finance, Director of Lifesaving, Director of Surf Sports, Vice President House.

iii. One of each of the following will be voted in at the Annual General Meeting annually: Boat Captain, Board and Ski, Coach, Vice Club Captain, Junior Club Captain, Gear Steward, Powercraft Operator, First Aid Officer, WH&S Officer and Registrar

b. Any member not able to attend the Annual General Meeting and wishing to stand for any position on the committee, must submit, in writing, their consent and willingness to accept any such position, if so elected.

28. MANAGEMENT COMMITTEE

a) The President of management committee may have the power to appoint Honorary Consultants to the Club during the year.

b) The management committee shall consist of the following:

The President, Director of Finance, Director of Administration, Director of Lifesaving, Director of Surf Sports, Director of Education, Vice President House and Director of Junior Activities.

This committee shall meet monthly, of which due notice shall be given and only those elected shall attend.

c) The management committee may appoint sub-committees at their sole discretion and may determine their powers and responsibilities from time to time.

d) The management committee may appoint sub-committees to the beach, carnivals, patrols and surf events to be known as the “Surf Activities Committee” and to have as members:

Vice President, Director of Lifesaving, Club Vice Captain, Powercraft Operator, Boat Captain, Board & Ski Captain, Gear Steward, Coach, Director of Junior Activities

The Surf Activities sub committee may also attend to all matters relating to the organisation and maintenance of patrols and the preservation of the safety of the beach, training, carnivals & competition both within the Club and inter-club and the acquisition, maintenance and disposal of life-saving gear including surf boats, I.R.B.’s and beach mobile and maintenance of the casualty room and its equipment and the radio room ensuring the adequate treatment of casualties, regulating the use and storage of surf boards and similar gear whether the property of the member or the Club.

e) The management committee may appoint a sub-committee to operate the clubhouse, such committee to be known as “House Committee” to have as members:

1 Vice President House, Vice Club Captain, Gear Steward and up to 6 elected members.

f) The management committee may appoint an “Social Committee” to have as members:

1 Vice President House and 6 elected members

g) The President shall be “ex-officio” of all committees.

h) The management committee may call an Extraordinary General Meeting of Club members, by giving seven (7) days notice. A quorum at such meetings shall be five (5) financial members in attendance.

29. BOARD OF DIRECTORS MEETINGS

The Board of Directors shall meet as often as may be necessary but not less than once a month. Five (5) shall form a quorum. All Board of Directors members shall be required to report in writing their months activities at each meeting.

The President shall preside over the meeting of the Club. In the event of the President not being present, the meeting shall elect a Chairman from one of the members present, who is entitled to vote. The Chairman of any meeting shall be entitled to a casting vote as well as the deliberative vote.

A member desiring to bring any business before a Board of Directors meeting shall give notice in writing of that business to the Director of Administration who shall include that business in the next notice of meeting given after receipt of the notice from the member.

MOTIONS TO RESCIND

The club may fix its own conditions or qualifications of a motion to rescind a resolution carried at a previous meeting of the club provided that:

i. The motion to rescind shall contain the signature of not less than three (3) persons eligible to vote

ii. Notice in writing must be given to the Director of Administration fourteen (14)days prior to the meeting at which it will be considered.

The Director of Administration shall forward a copy of such notice to all members at least fourteen (14) days prior to the meeting at which it will be considered.

A motion to rescind a resolution carried at a previous meeting requires a two-thirds majority of those members present and eligible to vote at the meeting. If a two-thirds majority is not a whole number, then the figure shall be the next whole number.

A notice of motion of which due notice has been given, if unsuccessful, cannot be resubmitted nor may any motion having a similar effect be moved at a meeting for a period of twelve (12) months.

30. MANAGEMENT PROCEDURES - COMMITTEE

MANAGEMENT COMMITTEE

a) To expend the funds of the club as it shall deem expedient and vote at the beginning of each financial year to the other committees such respective sums as the management committee shall in its discretion deem necessary to cover the normal requirements of each committee during each year.

b) To fill extraordinary vacancies which may occur amongst the officers of the Club or members of the committees appointed by this committee.

c) To make by-laws for the satisfactory working of the Club, the maintenance of order and the carrying out of the rules from time to time to rescind such by-laws.

d) To appoint such sub-committees as it may deem necessary.

e) To take leases of any property on such conditions and for such purposes as the committee thinks fit.

f) Should any member of the committee absent him/herself from three (3) consecutive meetings without reasonable cause their seat shall be declared vacant. If such member is an officer of the Club their office shall also be declared vacant.

g) A quorum for any management committee shall be five (5) members.

h) The management committee may:

i) Reprimand or penalise any member for any conduct in their opinion is such to bring discredit upon the Club. A member who has been so reprimanded may be asked to show cause as to why his/her membership should not be suspended and/or terminated.

j) Suspend any member who disobeys any resolution of the committee or is guilty of any conduct that he committee feels is not in the interests of the Club.

k) Any member suspended or expelled may appeal to the committee, in writing within fourteen (14) days, against such decisions.

i) In the event of anything occurring not within the scope of this constitution, the Board may deal with same at their discretion. Decisions made by the Board in such circumstances will be binding on the Club.

DELEGATES TO SLSA

They shall attend all meetings of the Branch S.L.S.A. and shall report to the management committee meeting.

The Club President is an ex-officio delegate and there is nothing in these rules to prevent the DIrector of Lifesaving and Director of Administration being the Club’s delegates.

31. FINANCE AND BANK ACCOUNTS

All cheques shall be signed by two elected officers of the management committee of President, DIrector of Finance, Director of Administration.

(a) The financial year of the Club shall be from the 1st May each year till the 30th April the following year or as otherwise determined by the Board.

The revenue of the Club will be derived from –

(i) membership subscriptions,

(ii) donations and sponsorships,

(iii) grants,

(iv) facilities hire or rental,

(v) fund raising activities approved by the Board,

(vi) Sale of club Merchandise and Marketing,

(b) All funds received by the Club are to be deposited or processed at the bank as soon as practicable without the deduction of any amounts.

(c) All funds received by the Club must be deposited into a bank that is regulated by the Australian Prudential Regulation Authority in accordance with the Banking Act 1959 or any other relevant legislation that may be in force from time to time.

(d) Any Club bank accounts or investment accounts must be with a bank that is regulated by the Australian Prudential Regulation Authority in accordance with the Banking Act 1959 or any other relevant legislation that may be in force from time to time.

(e) The Club must, as soon as practicable after receiving any cash, cheques or credit card remittances, issue an appropriate receipt or tax invoice.

(f) The Club funds are to be used in pursuance of the objectives of the Club in such manner as the Board may authorise.

(g) All cheques, electronic funds transfers and other negotiable financial instruments must only be signed by members authorised by the Board.

(h) The Board is to ensure that appropriate levels of internal controls are implemented and documented to facilitate the safe and appropriate management of Club funds.

(i) Any monies gifts or donations to the club for a specific purpose are to be expended on that specific purpose and if it is determined by the Board those funds shall be kept in a separate bank account held by the Club.

(j) A financial report is to be prepared annually for inclusion in the Club’s annual report and is to provide details of –

(i) The Club’s income and expenditure for the past year,

(ii) Comparative figures of the income and expenditure for the previous year, and

(iii) The assets and liabilities of the Club as may apply at the end of the Club’s financial year.

(k) No remuneration or other benefit in money or money’s worth shall be paid or given by the Club to any member who holds any office of the club except where

- The payment is for services actually rendered to the club as an employee or otherwise;

- The payment is for out of pocket expenses incurred by the member on behalf of the Club;

- The payment is for goods supplied to the Club in the ordinary and usual course of operation or business.

32. AUDITOR

a) A properly qualified auditor or auditors shall be appointed by the Board.

b) The financial statements of the Club shall be examined by an auditor or auditors at the conclusion of each financial year.

c) The auditor’s report:

i. must be prepared in accordance with the Australian Auditing Standards, and

ii. must state whether the Club has kept such financial records as are necessary to enable financial statements to be prepared in accordance with the Australian Accounting Standards.

33. PROCEDURE AT MEETINGS / RULES OF DEBATE

(a) A quorum is 5 members of the board or committee. If a quorum is not present thirty (30) minutes after the time for which The Board or committee meeting was called, the meeting shall stand adjourned for one (1) week.

(b) These standing orders, so that they are applicable, shall apply to both General Meetings and to meetings of all committees.

(c) A casual vacancy on The Board or a Committee will arise if the member –

1. dies, ceases to be a member of the Club, resigns office by notice in writing given to the Director of Administration, is removed from office pursuant to these Rules, becomes a mentally incapacitated person,

2. becomes an insolvent under administration within the meaning of the Commonwealth Corporations Act 2001.

3. Is convicted of an indictable offence.

(d) If a casual vacancy occurs, the Board is to take any necessary action to fill the vacancy as quickly as possible, and any person appointed to fill the vacancy shall, subject these Rules, remain in the position until the next Annual General Meeting.

(e) The President, if in attendance, shall be the Chairperson of all meetings unless he or she delegates the role to another member of that Committee. In the absence of the President, the Chairperson shall be as determined by the members present at the meeting.

(f) Matters requiring determination after discussion shall be put to a vote in the form of a motion that is seconded by another member of the Board or Committee. The vote shall be undertaken by the raising of hands in favour or against the motion. The majority vote will carry or defeat the motion.

(g) A secret ballot shall only occur if a motion is carried for a secret ballot.

(h) In the event of a tied vote on any matter determined by the Board or Committee, the Chairperson shall have a second and casting vote.

(i) Resolutions shall be recorded in the minutes as carried unanimously; carried by a particular majority or lost.

(j) Each Director or member of the Committee must declare his or her interest in any matter in which a conflict of interest arises (actual or perceived) and must absent him or herself from discussions about, and shall not be entitled to vote in respect of, such matter.

(k) In the event of an uncertainty as to whether it is necessary for a Director or Committee member to absent him or herself from discussion or refrain from voting, the issue should be immediately determined by vote of the Board or Committee.

(l) Any member of the Club may attend a meeting of the Board or Committee as an observer with the approval of the Board, Director of Administration or Chairperson of the relevant Committee.

(m) From time to time the Chairperson of a Committee including the Board may co-opt a person to attend and contribute to matters discussed and determined, particularly if this person can provide expert advice or firsthand advice of any matter to be discussed. In this event the person co-opted does not have voting rights at this meeting.

(n) An agenda should be prepared for each Board or Committee meeting which should be distributed prior to the meeting with the time and place of the meeting.

(o) Minutes shall be taken at all Board and Committee Meetings and shall become part of the Club history.

(p) The Board or Committee may from time to time make a decision that certain items on the Agenda are closed items and in this event any members of the club in attendance are required to leave the meeting whilst that item is discussed.

(q) The President and the Director of Administration are ex-officio members of all Committees of the club.

(r) Upon the appointment of any sub-committee one of the members therefore shall be named as convener.

(s) Life Members of the Club have a right to be heard at any meeting of the Club and to exercise this right the Life Member must first indicate to the Chairman his or her intention to do so.

(t) Committee Meetings follow a standard procedure as recognised by sporting bodies:

i. Apologies

ii. Reading and confirmation of minutes

iii. Business arising out of minutes

iv. Correspondence in and out

v. Finance – bank balance, accounts for payments, receipts

vi. Reports from sub-committees

vii. Reports from Club Officers

viii. Applications for membership

ix. Motions of which due notice has been given

x. General Business

34. GENERAL

a) The Club shall not be dissolved except in the following manner – via a resolution of the majority of the members present and entitled to vote at a special general meeting so convened for the purpose of which not less than 14 days notice has been given. In the event that the Club is dissolved, after the satisfaction of all of the Club’s debts and liabilities and any guarantees have been satisfied. All lifesaving equipment and gear shall be given to the president of the Central Coast S.L.S.A., who may distribute such gear at his sole discretion. Any other assets or Club property may be given to the S.L.S.A. who may distribute it at their discretion.

b) No member shall use or allow to be used the name of the Club in any advertisement prospectus or business announcement, nor shall give the name or address of the Club, as an address or otherwise for the purpose of identification in connection with legal proceedings. No member shall appoint the Club premises as a residential address.

c) Any group formed within the Club, shall be formed only with the permission of the management committee and shall abide with and conform to the constitution and rules of Killcare S.L.S.C.

35. COMMON SEAL

a) The Club may have a Seal upon which its corporate name shall appear in legible characters.

b) The Seal shall not be used without the express authorisation of the Board. Every use of the Seal shall be recorded in the Club’s minute book. Two Directors must witness every use of the Seal, unless the Board determines otherwise.

36. REGISTERED ADDRESS

The registered address of the Club is the address determined from time to time by resolution of the Board.

37. INDEMNITY

a) Every Director, officer, auditor, manager, employee or agent of the Club shall be indemnified out of the property or assets of the Club against any liability incurred by him/her in his/her capacity as Director, officer, auditor, manager, employee or agent in defending any proceedings, whether civil or criminal, in which judgement is given in his favour or in which he is acquitted or in connection with any application in relation to any such proceedings in which relief is, under the Act, granted to him by the Court.

b) The Club shall indemnify its Directors, officers, managers and employees against all damages and costs (including legal costs) for which any such Director, officer, manager or employee may be or become liable to any third party in consequence of any act or omission except wilful misconduct:

i. in the case of a Director of officer, performed or made whilst acting on behalf of and with the authority, express or implied of the Club; and

ii. in the case of an employee, performed or made in the course of, and within the scope of his employment by the Club.

38. DISSOLUTION

a) The Club may be wound up voluntarily by Special Resolution.

b) In the event of the Club being wound up, the liability of the Member shall be limited to any outstanding monies due and payable to the Club, including the amount of the Annual Subscription payable in respect of the current Financial Year. No other amount shall be payable by the Member.

c) If upon winding up or dissolution of the Club there remains after satisfaction of all its debts and liabilities any assets or property, the same shall not be paid to or distributed amongst the Members but shall be given or transferred to some registered or exempt charity, having objects similar to the Objects and which prohibits the distribution of its or their income and property among its or their Members to an extent at least as great as is imposed on the Club by this Constitution. Such registered or exempt charity will be determined by the Members at or before the time of dissolution, and in default thereof by such judge of the Supreme Court of New South Wales or other Court as may have or acquire jurisdiction in the matter.

39. CUSTODY OF BOOKS AND OTHER DOCUMENTS

(a) Except as otherwise provided in this Constitution, the Board shall keep in its custody or control all books, minutes, documents and securities of the Club.

(b) Subject to the Act, the Board may determine whether and to what extent, and at what times and places and under what conditions, the financial records, accounts, books, securities or other relevant documents of the Club will be open for inspection by the Members.

40. BY-LAWS

Board to Formulate By-laws

The Board may formulate, issue, adopt, interpret and amend such By-Laws for the proper advancement, management and administration of the Club, the advancement of the Objects and surf lifesaving in Killcare as it thinks necessary or desirable. Such By-Laws must be consistent with the Constitution, the Branch Constitution, the SLSNSW Constitution, the SLSA Constitution and any regulations or By-Laws or the Standard Operating Procedures made by SLSNSW or SLSA. If any By-Laws are inconsistent with the SLSNSW or SLSA Constitution and regulations the By-Laws shall be null and void and will be inapplicable.

By-Laws Binding

All By-Laws made under this clause shall be binding on the Club and Members of the Club.

By-Law Transitional Arrangements

Notwithstanding any other rule of this Constitution, the transitional arrangements set out at rule shall apply from the date of adoption of this Constitution.

Notices Binding on Members

Amendments, alterations, interpretations or other changes to By-Laws shall be advised to Members of the Club by means of Notices approved and issued by the Board.

41. ANNUAL REPORT

A report to all financial members shall be submitted once a year and shall contain and include:

a) A list of all office bearers and sub-committee members

b) A list of all meeting attendances

c) A list of all financial members

d) A report on all rescues

e) A list of winners of Club Championships and awards at carnivals

f) Audited Financial Statement showing income and expenditure and Balance Sheet

g) A list of members obtaining S.L.S.A. awards, showing date and number

42. CLUB COLOURS

The Club colours shall be BLACK, MAROON AND GOLD.

The logo, cap, words “Killcare Surf Life Saving Club”, “Killcare SLSC”, “KSLSC” or any derivation indicating a link to the Club are part of the intellectual property of the Club.

The management committee shall have the authority to award Club honours to members from time to time.