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- bringing the Australasian Amiga community together - |
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PART V -
MEETINGS
CONDUCT OF
MEETINGS
(1) In the case of a General Meeting, including the Annual General Meeting:
(a) the Meeting shall commence on the first day of a calendar month;
(b) the duration of the Meeting shall be twenty-one days;
(c) twenty-eight days before the Meeting is to commence, the Secretary shall post on an ADUG-specific website the date on which the Meeting is to commence;
(d) fourteen days before the Meeting is to commence, the Secretary shall post on an ADUG-specific website the agenda for the Meeting, and this must include:
(i) all items of business on which a poll is required;
(ii) a statement indicating whether any item of business to be dealt with at the Meeting requires a Special Resolution of ADUG and, if so, the intention to propose the resolution as a Special Resolution;
(iii) the purpose or purposes of a Meeting called on the requisition of Members;
(iv) any other business for which notice has been given in accordance with clause 42 (4) of this Constitution.
(e) no later than seven days before the Meeting is to commence, the Secretary shall post on an ADUG-specific website:
(i) the minutes (being a record of the proceedings of the Meeting as well as the results of any polls taken during the Meeting) of the last Annual General Meeting and of any Special General Meeting held since that Annual General Meeting;
(ii) the report from the Committee on the activities of ADUG during the last preceding financial year;
(iii) the results of the last Committee election conducted during the two preceding months in accordance with clause 28 of this Constitution;
(iv) the Statement which is required to be submitted to Members under section 26 (6) of the Act.
(f) All items of business on an agenda for which a poll is required must be put in the form of a motion so that the only response needed from Members who are entitled to vote is either an "AYE" or a "NO".
(2) In the case of a Committee Meeting:
(a) the Meeting shall commence on the first day of the month and end on the fifteenth day of the month;
(b) all business is to be conducted via email;
(c) all emails are to be addressed to the Secretary but copies must be sent to all other Committee members;
(d) Forty-eight hours before the Meeting is to commence, the Secretary must send to all members of the Committee:
(i) an email specifying the general nature of the business to be transacted at the Meeting and listing, in the form of a motion so that the only response needed is either an "AYE" or a "NO", all items of business that need to be voted on; and
(ii) an email with the minutes of the previous Committee Meeting;
(e) no business other than that specified in clause 38 (2)(d)(i) is to be transacted at the Meeting except business which the Committee members who are taking part in the Meeting unanimously agree to treat as urgent business;
(f) the number of votes required to decide a poll is seven;
(g) any business left unfinished, and any poll still unresolved, at the close of Meeting shall be held over until the next Meeting.
ANNUAL GENERAL MEETINGS
- HOLDING OF
(2) Clause 39 (1) has effect subject to any extension or permission granted by the Commissioner under section 26 (3) of the Act.
ANNUAL GENERAL MEETING
- CALLING OF AND BUSINESS AT
(2) In addition to any other business which may be transacted at an Annual General Meeting, the business of an Annual General Meeting is to include the following:
(a) to confirm the minutes of the last Annual General Meeting and of any Special General Meeting held since that Meeting;
(b) to receive from the Committee reports on the activities of ADUG during the last preceding financial year;
(c) to receive the results of the election of office-bearers and ordinary members of the Committee conducted in accordance with clause DH of this Constitution;
(d) to receive and consider the Statement which is required to be submitted to Members under section 26 (6) of the Act.
(3) An Annual General Meeting must be specified as such in the notice convening it.
SPECIAL GENERAL MEETINGS
- CALLING OF
(2) The Committee must, on the requisition communicated via email of at least five (5) percent of the total number of Members, convene a Special General Meeting of ADUG.
(3) A requisition of Members for a Special General Meeting:
(a) must state the purpose or purposes of the Meeting; and
(b) must be lodged with the Secretary, who shall, in the absence of any signatures, take whatever steps are necessary to verify that the persons who have lodged the requisition are the persons they claim to be.
(4) If the Committee fails to convene a Special General Meeting within six weeks after the date on which a requisition of Members for the Meeting is lodged with the Secretary, any one or more of the Members who made the requisition may convene a Special General Meeting to be held not later than three months after that date.
(5) A Special General Meeting convened by a Member or Members as referred to in clause 41 (4) must be convened as nearly as is practicable in the same manner as General Meetings are convened by the Committee and any Member who incurs expense as a consequence is entitled to be reimbursed by ADUG for any expense so incurred.
NOTICE OF MEETINGS
(2) No business other than that specified in the notice convening a General Meeting is to be transacted at the Meeting except, in the case of an Annual General Meeting, business which may be transacted under clause 40 (2).
(3) A Member desiring to bring any business before a General Meeting may give notice of that business via email to the Secretary, and provided that this is received by the Secretary no later than twenty-one days before the Meeting is to commence, the Secretary must place that business on the agenda for the Meeting.
PRESIDING MEMBER
(2) If the President or Vice-President are absent or are unwilling to act as Chairperson, the Members taking part in the Meeting must elect one of their number to preside as Chairperson at the Meeting.
PROCEDURE
AT MEETINGS
(2) At a General Meeting, any item of business that is on the agenda and for which due notice has been given in accordance with clause 42 (1) of this Constitution may be commented on, or voted upon, as soon as the Meeting has commenced.
(3) All comments shall be:
(a) sent via email;
(b) directed to the Chairperson, and copied to the Secretary for recording in the minutes of the Meeting.
(4) Voting at a General Meeting shall be conducted in the manner specified in clause 46 (1) of this Constitution.
(5) No item of business at a General Meeting for which a poll is being conducted and for which a resolution by the Membership of ADUG is required shall be deemed to have been resolved unless it has been voted upon by no fewer than twenty Members who are entitled under this Constitution to vote.
(6) If any business remains unresolved at the end of a General Meeting, the Meeting:
(a) if convened on the requisition of Members, is to be dissolved; and
(b) in any other case, is to stand adjourned for two months, and due notice of the adjournment must be given in accordance with the provisions of this Constitution.
(7) At an adjourned Meeting, for which due notice has been given in accordance with the provisions of this Constitution, the number of votes required to resolve a poll for which a resolution by the Membership of ADUG is required shall be five.
(8) Any item of business that remains unresolved at the close of an adjourned Meeting shall lapse, but may be presented again for consideration by the Members after a period of four months.
SPECIAL RESOLUTION
(1) if it is passed by a majority which comprises at least seventy-five percent of such Members of ADUG as, being entitled under this Constitution so to do, vote at a General Meeting of which notice specifying the intention to propose the Resolution as a Special Resolution was given in accordance with clause 38 (1) of this Constitution; or
(2) where it is made to appear to the Commissioner that it is not practicable for the Resolution to be passed in the manner specified in paragraph (1), if the Resolution is passed in a manner specified by the Commissioner.
MAKING OF DECISIONS
(a) the poll shall be open for the entire period of the Meeting;
(b) the email:
(i) shall have as its subject the title of the question being put and will contain in the text only the one word "AYE" or "NO"; and
(ii) is to be sent to the Chairperson who will, in the event of a tie, have an additional or casting vote, and to the Secretary, for recording in the minutes of the Meeting;
(iii) the result of the poll shall be posted on an Amiga-specific website by the Secretary within fourteen days of the close of the Meeting; and
(iv) if there is no resolution of the poll by the time the Meeting has closed, the poll shall be deemed to be unfinished business and carried forward to another Meeting in accordance with clause 44 (6) of this Constitution.
(2) If, on the requisition of at least three (3) Members participating at the Meeting, a poll is demanded on any question at a General Meeting, the poll must be taken:
(a) immediately in the case of a poll which relates to the election of the Chairperson of the Meeting or to the question of an adjournment; or
(b) in any other case, in such manner and at such time before the close of the Meeting as the Chairperson directs.
(3) The resolution of a poll on any matter is taken to be the resolution of the Meeting on that matter.
(4) A declaration by the Chairperson that a resolution has been carried or carried unanimously or carried by a particular majority or lost, or an entry to that effect in the record of the minutes of ADUG, is evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against that resolution.
VOTING
(2) All votes must be submitted by email in accordance with clause 46 (1)(b).
(3) In the case of an equality of votes on a question at a General Meeting, the Chairperson of the Meeting is entitled to exercise a second or casting vote.
(4) A Member is not entitled to vote at any General Meeting of ADUG unless all money due and payable by the Member to ADUG has been paid.
PROXIES
CONFERENCES
(2) An ADUG Conference may only take place at an Amiga Event.
(3) Attendance at an ADUG Conference may, at the discretion of the Committee, be:
(a) open to Members only;
(b) open to Members and members of Affiliates; or
(c) open to all comers.
(4) The purpose of an ADUG Conference is to allow for:
(a) a social interchange of those present; and
(b) an informal discussion and exchange of ideas and suggestions for the progressive development of ADUG.
(5) An ADUG Conference shall be governed by the normal rules of meetings, but shall not be considered to be a General Meeting of ADUG.
(6) An ADUG Conference may only be held if it is presided over by one of the office-bearers of ADUG.
(7) Minutes of the Conference shall be taken by the Secretary or, if the Secretary is not present, by a person nominated by the Chairperson to do so.
(8) No vote may be taken, nor any decision that requires a vote be adopted, at a Conference, but any ideas or suggestions that arise can subsequently be considered by the Committee and may, in due course, be put to the Members of ADUG at a Special General Meeting or at an Annual General Meeting.
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