RULES
Of
LIVESTOCK AND RURAL TRANSPORT
ASSOCIATION OF WESTERN AUSTRALIA
(INC)
TABLE OF CONTENTS
CLAUSE
PAGE NUMBER
1.
NAME
3
2.
OBJECTS
3
3.
DEFINITIONS
3
4.
MEMBERSHIP
4
5.
POWERS OF THE ASSOCIATION
6
6.
DISCIPLINING OF MEMBERS
6
7.
AFFILIATIONS
7
8.
MEMBERS LIABILITY
7
9.
COMMITTEE OF MANAGEMENT
7
10.
PROCEEDINGS OF EXECUTIVE COMMITTEE
9
11.
GENERAL MEETINGS
10
12.
QUORUM AND PROCEEDINGS AT GENERAL
MEETINGS
11
13.
VOTING AT GENERAL MEETINGS
12
14.
ACCUMULATED FUNDS
12
15.
THE RULES
13
16.
ASSOCIATION SECRETARY
13
17.
ACCOUNTS
12
18.
AUDITOR
12
19.
DISSOLUTION
13
20.
MISCELLANEOUS
13
21.
CERTIFICATION
14
RULES OF
LIVESTOCK & RURAL TRANSPORT ASSOCIATION
OF WESTERN AUSTRALIA INC
1.
NAME
The name of the Association shall be Livestock and Rural Transport Association of
Western Australia Inc.
2.
OBJECTS
The objectives of the Association are to:
a) Promote the development of livestock and rural transporting, and the road
transport industry in serving Australia’s primary industry
b) Promote animal welfare, safety and efficiency in livestock transport
c) Promote safety and efficiency in rural carrying and road freight transport
d) Promote the interests of livestock transporters, rural materials carriers and road
transport generally within the agricultural and rural sector with governments to
the community
e) Identify issues of common concern to livestock transporters, rural carriers and
promote road transport solutions to these common concerns
f) Liaise with other Associations in promoting the interests of members
g) Assist members in the activities that reflect the aims of the Association
h) Undertake any other activities with the aim of achieving the objectives of the
Association
i) The property and income of the association shall be applied solely towards the
promotion of the objects of the association and no part of that property or
income may be paid or otherwise distributed, directly or indirectly, to members
of the association, except in good faith in the promotion of those objects.
3.
DEFINITIONS
In these rules, unless the contrary intention appears“annual general meeting” is the meeting convened under paragraph rule 11a);
"Committee meeting" means a meeting referred to in rule 10;
"financial year" means a period commencing 1 July and ending on 30 June in the
following year;
"general meeting" means a meeting to which all members are invited;
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"member" means member of the Association;
"ordinary resolution" means resolution other than a special resolution;
“ballot” means voting conducted in written form (as opposed to a show of hands);
"special resolution" has the meaning given by section 24 of the Act;
"the Act" means the Associations Incorporation Act 1987;
"the Association" means the Association referred to in rule 1;
"the Chairperson" means the person presiding at the Committee
meeting or general meeting in accordance with rule 10 g) or 10 h)
“the Commissioner” means the Commissioner for Fair Trading exercising powers
under the Act;
"the Executive Committee" means the Committee of Management of the
Association referred to in rule 9;
“a Livestock Transporter” means a person, company or partnership that transports
animals for hire or reward.;
A “Rural Transporter” means a person, company or partnership that transports
products for hire or reward that is associated with primary production.
“Primary Production” as defined by the Australian Taxation Office
4.
MEMBERSHIP
Membership of the Association is open to:a) A Livestock Transporter
b) A Rural Transporter:
c) A person, company or partnership must nominate a category when applying for
membership.
d) A person, company or partnership may be a member of both the Livestock
Transporters and Rural Transporters divisions.
e) A member of the Rural Transporter division may be elected President if he/she has
previous experience in transporting livestock and has a minimum of 3 years prior
experience on the Executive Committee with at least one of those years of
experience being immediately prior to election. A member of the Livestock
Transporter Division elected President must have at least one year of immediate
experience on the Executive Committee.
Corporate Membership shall be open to corporations trading in the
livestock transport industry and/or rural transport industry. A Corporate Member
will authorise a person to act as its representative either at a particular meeting or
at all meetings generally or for any other purpose.
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Owner Driver Membership shall be open to natural persons who as sole traders
or in partnership own and or drive their own vehicle in the livestock transport
industry and/or rural transport industry.
Executive Life Membership may be extended to persons on the nomination of
the Executive, ratified by the annual general meeting of the Association for
outstanding service to the Association and that person shall always be deemed to
be an active financial member of the Association.
Associate Membership may be extended at the discretion of the Executive
Committee to any persons other than those outlined above that are associated with
the transport industry. Associate Membership does not include voting rights and
fees for Associate Member shall be at the rate nominated by the Executive
Committee.
f) Subject to these rules the members of the Association shall comprise members of
the Association immediately prior to incorporation together with such other people
and corporations as the Executive Committee admits to membership.
g) Membership is open to all individuals and corporations who accept the objectives
and rules of the Association.
h) Individuals and corporations wishing to become members of the Association shall
apply to the Executive Committee for membership.
i) The Executive Committee shall determine whether or not to accept an application
for membership. The Executive Committee is not required to supply reasons for
accepting or rejecting an application for membership.
j) A register of members shall be kept by the Association showing the name, address
and date of commencement of membership for each member. Provision for noting
the date of cessation of membership shall also be contained in the register.
k) The members may from time to time at a general meeting determine the amount of
the subscription to be paid by each member.
l) Each member must pay to the Treasurer, annually on or before 1 July or such other
date as the Committee from time to time determines, the amount of the
subscriptions determined under rule 4. k).
m) Membership shall cease upon resignation, expulsion or failure to pay outstanding
membership fees within three (3) months of the due date. In the case of cessation
of membership due to failure to pay outstanding fees the member will remain
liable for fees.
n) Members may choose to belong to several divisions if they are involved in the
transportation of livestock and rural materials. Members belonging to several
divisions will only be entitled to one vote.
The divisions shall be:
 Livestock Transporters division
 Rural Transporters division
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 Any other division established by the Executive Committee
5.
POWERS OF THE ASSOCIATION
The powers conferred on the Association are the same as those conferred by section 13 of
the Act, so that subject to the Act and any additions, exclusions or modifications inserted
below, the Association may do all things necessary or convenient for carrying out its
objects and purposes, and in particular, may (a) acquire, hold, deal with, and dispose of any real or personal
property;
(b) open and operate bank accounts;
(c) invest its money (i) in any security in which trust monies may lawfully be invested; or
(ii) in any other manner authorised by the rules of the Association;
(d) borrow money upon such terms and conditions as the Association
thinks fit;
(e) give such security for the discharge of liabilities incurred by the
Association as the Association thinks fit;
(f) appoint agents to transact any business of the Association on its
behalf;
(g) enter into any other contract it considers necessary or desirable;
and
(h) may act as trustee and accept and hold real and personal property
upon trust, but does not have power to do any act or thing as a
trustee that, if done otherwise than as a trustee, would contravene
this Act or the rules of the Association.
6.
DISCIPLINING OF MEMBERS
(a) if the Committee considers that a member should be suspended or expelled from
membership of the Association because his or her conduct is detrimental to the interests of
the Association, the Committee must communicate, either orally or in writing, to the
member(i) notice of the proposed suspension or expulsion and of the time, date
and place of the Committee meeting at which the question of that
suspension or expulsion will be decided; and
(ii) particulars of that conduct,
not less than 30 days before the date of the Committee meeting referred to in paragraph
(i).
(b) At the Committee meeting referred to in a notice communicated under rule 6. (a)(i),
the Committee may, having afforded the member concerned a reasonable opportunity to
be heard by, or to make representations in writing to, the Committee, suspend or expel or
decline to suspend or expel that member from membership of the Association and must,
forthwith after deciding whether or not to suspend or expel that member, communicate
that decision in writing to that member.
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(c) a member has his or her membership suspended or ceases to be a member 14 days after
the day on which the decision to suspend or expel a member is communicated to him or
her under rule 6. (b).
(d) if the Committee considers that the conduct of a member is so serious that if allowed to
continue until the meeting referred to in 6(a)(i) will damage the interests of the
Association it may temporarily suspend the member until the procedures required by 6(a)
and 6 (b)have concluded.
7.
AFFILIATIONS
The Livestock and Rural Transport Association of Western Australia Inc may affiliate
with any organisation, member or body which the Executive Committee considers to have
objects or interests, or purposes substantially similar to the Association.
8.
MEMBERS LIABILITY
The members of the Association shall have no liability to contribute towards the payment
of debts and liabilities of the Association or the costs, charges and expenses of the
winding up of the Association except to the amount of any unpaid membership fees.
9.
COMMITTEE OF MANAGEMENT
a) The Association shall have its affairs controlled and managed by the office bearers
and other members known as the Executive Committee.
b) The Executive Committee shall consist of a President, Vice President(s), Secretary,
Treasurer, and Immediate Past President (Executive Office Bearer) as elected at
the Annual General Meeting and up to ten (10) other members (5 members from
the Livestock Transporters and 5 members from the Rural Carriers.), all of whom
must be members of the Association.
c) Except in the case of a casual vacancy nominations for election to membership of
the Executive Committee may be made at the annual general meeting or in such
other ways as may be determined by the Association at a general meeting.
d) A person who is eligible for election or re-election may propose or second himself
or herself for election or re-election and vote for himself or herself.
e) If the number of persons nominated for election to membership of the Committee
does not exceed the number of vacancies in that membership to be filled the
Chairperson must declare those persons to be duly elected as members of the
Committee at the annual general meeting concerned.
f) Where the number of nominations exceeds the number of vacancies on the
Committee, elections for those positions must be conducted.
g)
If a vacancy remains on the Committee after the application of rule 9.(e) and 9.(f),
or when a casual vacancy occurs in the membership of the Committee the
Committee may appoint a member to fill that vacancy. A member appointed under
this sub-rule will hold office until the next annual general meeting and will be
eligible for election to membership of the Committee.
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h) The Immediate Past President of the Association shall remain a member of the
Executive Committee with full voting rights for one (1) year after his term as
President has been completed. His membership of the Executive Committee shall
be in addition to the other members of the Executive Committee elected at the
annual general meeting.
i) The office bearers and other members of the Executive Committee shall be elected
at each annual general meeting as provided for in these rules. Any casual vacancy
occurring in the Executive Committee may be filled by a member appointed by the
Executive Committee. Executive Office Bearers shall be elected by the
membership as follows:





President (livestock transporters division)
Vice President (livestock transporters division)
Vice President (rural transporters division)
Treasurer (members)
Secretary
j) Each Member of the Executive Committee shall hold office from the date of their
election or appointment until the next Annual General Meeting.
k) Retiring Executive Committee members are eligible for re-election.
l) The Executive Committee shall meet as often as necessary to conduct the business
of the Association and not less than four times per annum.
m) Notice of Executive Committee meetings shall be given at the previous Executive
Committee meeting or by such other means the Executive Committee may decide
upon.
n) A member of the Executive Committee shall cease to hold office upon resignation
in writing, removal as a member of the Association, or absence from three
successive Executive Committee meetings.
10.
PROCEEDINGS OF EXECUTIVE COMMITTEE
a) Questions arising at any meeting of the Executive Committee shall be decided by
the majority of votes of elected members of the Executive Committee present.
b) In case of an equality of votes the person appointed to chair the meeting shall have
a second or casting vote.
c) Subject to these rules, the procedure and order of business to be followed at a
Committee meeting must be determined by the Committee members present at the
Committee meeting.
d) As required under sections 21 and 22 of the Act, a Committee member having any
direct or indirect pecuniary interest in a contract, or proposed contract, made by, or
in the contemplation of, the Committee (except if that pecuniary interest exists
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only by virtue of the fact that the member of the Committee is a member of a class
of persons for whose benefit the Association is established), must(i)
as soon as he or she becomes aware of that interest, disclose the nature and
extent of his or her interest to the Committee; and
(ii)
not take part in any deliberations or decision of the Committee with respect
to that contract.
e) Sub-rule (d) (i) does not apply with respect to a pecuniary interest that exists only
by virtue of the fact that the member of the Committee is an employee of the
Association.
f) The Secretary must cause every disclosure made under rule10. (d) (i) by a member
of the Committee to be recorded in the minutes of the meeting of the Committee at
which it is made.
g) The President or, in the President’s absence, one of the Vice Presidents, shall act as
Chairperson at each general meeting and Executive Committee meeting of the
Association.
h) If the President and Vice Presidents are absent from a meeting or unwilling to act,
the members present at the meeting shall elect a committee member to act as
Chairperson.
i) The Secretary shall ensure that records are kept of the business of the Association
including the rules, register of members, minutes of all general and Executive
Committee meetings and a file of correspondence.
j) The Treasurer shall ensure that all money received by the Association is paid into
an account in the Association’s name. Payments shall be made through a petty
cash system or by cheque signed by two (2) signatories authorised by the
Executive Committee.
k) Major or unusual expenditures shall be authorised in advance by the Executive
Committee or a general meeting.
l) The Treasurer shall ensure that correct books and accounts are kept showing the
financial affairs of the Association and will submit a report to members at the
annual general meeting showing the financial position of the Association at the end
of the preceding financial year. Financial records shall be available for inspection
by any member.
m) A quorum for meetings of the Executive Committee shall consist of eight (8)
members of the Executive Committee present in person..
n) The Executive Committee shall have power to co-opt members as it sees fit.
Members co-opted to the Executive Committee are not entitled to vote on issues
decided by the Executive Committee.
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11.
GENERAL MEETINGS
a) At least 3 calendar months notice of all general meetings shall be given to
members except in the case of a special general meeting where 21 days notice shall
be given. At least 21 days notice of all general meetings, including special general
meetings, shall be given to members. [amended by special resolution on 8th
October 2011 with effect from 22nd November 2011] The notice must specify when
and where the general meeting is to be held; and the general nature of the business
to be transacted.
b) No business other than that specified in the notice convening a general meeting
shall be transacted at the meeting. The order of procedure at an annual general
meeting shall be decided by the Chairperson.
c) An annual general meeting will convened within 4 months after the end of the
Association’s financial year or such longer period as may in a particular case be
allowed by the Commissioner, except the first annual general meeting which may
be held anytime within 18 months of incorporation.
d) the following business shall be transacted at an annual general meeting whether
specified or not:
i. Confirmation of the minutes of the last annual general meeting and any
recent annual general meeting.
ii. Receipt of the Executive Committee’s report upon the activities of the
Association in the last financial year.
iii. Election of office bearers and other members of the Executive Committee.
iv. Appointment of at least one auditor.
e) The President or Executive Committee may at any time convene a special general
meeting.
f) A special general meeting must be convened by the Executive Committee within 3
months of receiving a written request to do so from a minimum of five percent of
the membership of the Association. Such a request must be addressed to the
President and forwarded to the Association’s address.
g) The members making the request referred to in rule 9.f) must state in that request
the purpose for which the special general meetings is required and sign the request.
h) A special resolution may be moved either at a special general meeting or at an
annual general meeting. The notice of meeting where a special resolution is to be
made must include the resolution to be proposed and the intention to propose the
resolution as a special resolution in addition to the details specified in sub-rule a).
i) A special resolution must be passed by a general meeting of the Association to
effect the following changes:
i.
ii.
iii.
iv.
A change of the Association’s name
A change of the Association’s rules
A change of the Association’s objects
An amalgamation with another incorporated Association
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v. To voluntarily wind up the Association and distribute its property
vi. To apply for registration as a Company
j) Notice of general meetings will be made by serving it on a member personally or
sending it by post to the address of the member appearing in the register of
members.
k) When a notice is sent by post, sending of the notice will be deemed to be properly
effected if the notice is sufficiently addressed and posted to the member concerned
by ordinary pre-paid mail.
12.
QUORUM AND PROCEEDINGS AT GENERAL MEETINGS
a) The quorum for a general meeting shall be eight (8) members present in person.
b) If within 30 minutes after the time specified for the holding of a general meeting in
a notice given under Rule 11. a) a quorum is not present the general meeting
lapses.
c) A resolution to be voted on at a special general meeting or a general meeting must
be circulated prior to the meeting
d) An ordinary resolution put to the vote will be decided by a majority of votes cast
on a show of hands, unless a ballot is demanded.
e) A special resolution must be passed by a majority of not less than three-fourths of
the members of the association who are entitled to vote by voting in person or by
proxy except in the case of a special general meeting where a special resolution
must be passed by a majority of not less than three fourths of the members of the
association who are entitled to vote, voting in person.
f)
A declaration by the Chairperson of a general meeting that a resolution has been
passed as an ordinary resolution at the meeting will be evidence of that fact unless,
during the general meeting at which the resolution is submitted, a secret ballot is
demanded.
g) At a general meeting, a secret ballot may be demanded by the Chairperson or by
three or more members present in person or by proxy and, if so demanded, must be
taken immediately on that demand being made in such manner as the Chairperson
directs.
13.
VOTING AT GENERAL MEETINGS
a) Each member present in person or by proxy is entitled to a vote at a general
meeting however all votes at a special general meeting must be made in person and
no proxy votes will be allowed.
b) Subject to 13 a) a member (in this rule called “the appointing member”) may
appoint in writing another member who is a natural person to be the proxy of the
appointing member and to attend, and vote on behalf of the appointing member at,
any general meeting.
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c) An appointing member must notify the Secretary in a format determined by the
Executive Committee that he/she has appointed another member as proxy at least
48 hours prior to the commencement time of the general meeting.
d) In the case of an equality of votes the person appointed to chair the general
meeting shall have a second or casting vote.
e) Only Corporate Members, Owner Driver Members and Executive Life Members
shall be entitled to vote at a general meeting. A member which is a body corporate
may appoint in writing a natural person, whether or not he or she is a member, to
represent it at a particular general meeting or at all general meetings. A person
nominated under this sub clause may not be appointed as a proxy by any other
person or entity.
f) No member shall be entitled to vote unless he/she is at the time of the vote a
current financial member of the Association other than provided in 13. e).
14.
SURPLUS FUNDS
From time to time the Executive Committee may identify surplus funds, which
shall be designated as surplus to the immediate needs of the Livestock and Rural
Transporters Association of Western Australia (Inc) over the coming years.
Surplus funds may only be drawn upon on the recommendation of the
Executive Committee and decided at a general meeting.
15.
THE RULES
The rules of the Association shall be uniformly observed and shall not be added to,
altered, amended or rescinded, other than in accordance with Rules 11. h) and i)
and 12. d)
16.
ASSOCIATION SECRETARY
The Executive Committee shall have the power to employ a Secretary of the
Association. The remuneration to be paid to the Secretary shall be agreed between
the Secretary and the Executive Committee. The Secretary shall be a non-voting
ex-officio member to the Executive Committee.
17.
ACCOUNTS
The Treasurer shall ensure that correct accounts and books are kept by the
Secretary showing the financial affairs of the Association and the particulars
usually shown in the books of account of a like nature. The financial year shall run
from the 1st July to the 30th June next following and the accounts of the
Association shall be closed on the last day of June in each year.
18.
AUDITOR
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The members shall at the annual general meeting of the Association appoint at
least one (1) auditor to hold office for a period not exceeding the Executive
Committee and shall be eligible for re-appointment at the expiration of any one
term.
The auditor shall audit the books of account of the Association and make a report
thereon to the Executive Committee.
19.
DISSOLUTION
The Association shall be dissolved:
a) If the membership is less than thirty (15); or
b) If a special resolution to that effect is carried by a vote of three-fourths ( 75 per
cent ) majority of the voting members present or by proxy at a general meeting
convened to consider the question.
c) The property and other assets of the Association remaining after payment of all
expenses and other liabilities shall be transferred to another Association
incorporated under the Act (having similar objects or in part similar objects) as the
majority of members present at such general meeting, by resolution may decide.
19.
DISSOLUTION
20.
The Association shall be wound up in accordance with Part VI – Winding up and
cancellation of incorporation of the Association Incorporation Act 1987 if it is
solvent and resolves by special resolution that it be wound up voluntarily.
Clause 19 amended by special resolution on 23rd September 2010.
Substituted with effect from 8th September 2010.
MISCELLANEOUS
a) The Association shall effect and maintain insurance as required under the
Associations Incorporated Act together with any other insurance which may be
required by law or regarded as necessary by the Association.
b) The funds of the Association shall be derived from the fees of members, donation,
grants and other sources approved by the Association.
c) The Common Seal of the Association shall be kept in the custody of the Secretary
and shall only be affixed to a document with the approval of the Executive
Committee. The stamping of the Common Seal shall be witnessed by the
signatures of two (2) members of the Executive Committee.
d) The Association may at any time pass a special resolution determining how any
surplus property is to be distributed in the event that the Association should be
wound up.
e) A member may at any reasonable time inspect without charge the books,
documents, records and securities of the Association.
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WE CERTIFY that this is a true copy of the Constitution of the Livestock and Rural
Transporters Association of Western Australia (Inc)
SIGNED:
President
Vice President
Vice President
Treasurer
DATE:
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