TRG Constitution - The Twin River Guard

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Twin River Guard Inc.

Constitution

Amended December 2012

This is the annexure of thirteen pages marked

"A" referred to in Form 1 signed by Karl

Edwards and dated 12 th

December 2012

Karl Edwards

12 th

December 2012

Copyright

©

2012

Twin River Guard Inc.

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1. Association Name

1.1 The name of the association is Twin River Guard Inc., herein referred to as Twin

River Guard Inc. or TRG, the terms being interchangeable through all Twin River Guard

Inc. doctrine.

2. Interpretation of Terms

2.1 General/Legal

2.1.1 “ALHF” means the Australasian Living History Federation http://www.alhf.org.au

The ALHF provides Public Liability Insurance to all TRG Financial Members.

2.1.2 "Event" means any meeting or gathering where three or more members (including one High Council member) are furthering the objectives of the TRG.

2.1.3 "Law" means any Local, State or Federal Act or Constitution upheld in court.

2.1.4 "Premises" means where TRG Members gather for events.

2.1.5 “Standing Orders” means the bylaws which the TRG adhere to and constitute part of the TRG doctrine.

2.1.6 "Waiver" means a document detailed in the TRG Standing Orders entitled

"Combat Participation and Indemnity Form".

2.1.7 The singular includes the plural and vice versa and words importing a gender include the other gender.

2.1.8 "Forum" means the publicly accessible discussion area of the TRG Website.

2.2 Membership

2.2.1 "Member" means any person designated in Clause 5 herein.

2.2.2 "Financial Member" means any members designated in Clause 5 herein, and who has paid the current year’s membership fees.

2.3 Council

2.3.1 "High Council" means any Member holding office as designated in Clause 9 herein.

2.3.2 "Thane" means President and is interchangeable through all TRG doctrine.

2.3.3 "Sénéchal" means Secretary and is interchangeable through all TRG doctrine.

2.3.4 "High Marshal" means Training Officer and is interchangeable through all TRG doctrine.

2.3.5 "High Scholar" means Research Officer and is interchangeable through all TRG doctrine.

2.3.6 "Council" means any Member holding office as designated in Clause 13 herein.

2.4 Treasury/Wallet/Purse/Coffer/Pouch

2.4.1 "Purse" means TRG funds owned or held in trust on behalf of, and for the

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benefit of, the TRG Members to further the objectives of the TRG.

2.5 Combat Rules and Safety Standards

2.5.1

"

Combat Rules and Safety Standards

" (hereby referred to as CRSS) means regulations by which all combatants must adhere to when in combat.

2.5.2 "Combat" means to fight with any weapons (arms) as approved in CRSS.

2.5.3 "Combatant" means any Member that has been approved by a Safety Marshal to fight and has completed a Waiver.

2.5.4 "Armour" means any personal protective equipment approved in the CRSS.

3. Objectives

3.1 To provide focus and opportunity for people interested in historical recreation and reenactment of historical time periods and cultures.

3.2 To encourage study, experimentation and practice of any branch of knowledge relevant to the TRG’s objectives within the bounds of the law.

3.3 To create, maintain and improve channels of communication amongst Members,

Reenactment Groups, Educators, Government Departments, Businesses and in the

Community.

3.4

To provide opportunities and venues for Members to practice, display and teach the skills, arts and crafts which they pursue.

3.5 To recreate as realistically as possible, historical time periods and cultures without compromising safety, the law or personal enjoyment.

3.6 The property and income of the TRG shall be used solely towards the promotion of the objects of the TRG as the Financial Members and High Council deem appropriate.

3.7 As a non-profit organisation all property and income of the TRG will apply solely to the promotion of the objects of the TRG and no part of that property or income shall be paid or otherwise distributed directly, or indirectly, to members, except in good faith in the promotion of these objects.

4. Powers of Association

(as conferred by Section 13 of the Act)

4.1 To acquire, hold, deal with, and dispose of any real or personal property.

4.2 To open and operate bank accounts.

4.3 To invest its money;

(i) in any security in which trust moneys may be invested.

(ii) in any other manner authorised by the rules of the TRG Inc..

4.4 To borrow money upon such terms and conditions as the TRG thinks fit.

4.5 To give such security for the discharge of TRG liabilities incurred as the TRG thinks fit.

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4.6 To appoint agents and employees to transact any business of the TRG on its behalf for reward or otherwise.

4.7 To build, construct, erect, maintain, alter and repair any premises building or other structure of any kind and to furnish equip and improve the same for use by the TRG.

4.8 Accept donations and gifts in accordance with the TRG objectives.

4.9 Print and publish any information by any media including newsletters, newspapers, articles or leaflets for promotion of the TRG.

4.10 Provide gifts and prizes in accordance with the TRG objectives.

4.11 Organise social events for Members and TRG promotion.

4.12 To enter into any other contract the TRG considers necessary or desirable.

5. Qualifications for Membership

5.1 Membership is open to any person who has an interest in recreating and reenacting historical time periods, cultures, events and/or articles.

5.2 All applicants are required to read and agree to be bound by the rules of the Constitution,

Standing Orders, ALHF rules and regulations and other TRG doctrine in force.

5.4 Application for membership shall be submitted in writing, and assumes the applicant understands the law and both legal and moral obligations binding them.

5.5 Applicants seeking to become Combatants shall sign a Waiver stating that they are aware of the dangers inherent in Combat, and that the TRG or its Members are free from any liability for any damages caused to the applicant or applicants’ property.

5.6 Upon receipt of an application for membership and the applicants’ fee payment, their details are to be entered into the Members Register by the Sénéchal at the earliest opportunity.

6. Membership Subscription and Classifications

TRG Membership shall be broken up into subcategories as outlined below, a register of which shall be maintained by the Sénéchal and will be available for inspection at the Premises by request.

6.1 Membership is for a period of one year, from July 1 st to June 30 th the following year.

6.2 Applicants requesting membership after March 1 st will be required to pay only 75% of the full membership fee.

6.3 Membership fees are to be paid to the Sénéchal at the time of application submission.

6.4 Membership Applications may be rejected by the High Council, without assigning reasoning to the applicant for their decision. Applicants being refused membership shall have their membership fees returned in full within 7 days of their application being refused.

6.5 Membership shall be divided into the following classifications

6.5.1 Member - Persons as defined in Clause 5 herein and over 18 years of age that have not yet paid or renewed their membership fee.

6.5.2 Financial Member - Persons as defined in Clause 5 herein and over 18 years of age

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that have paid the annual membership fee.

6.5.3 Junior Member - Persons as defined in Clause 5 herein and between the age of 16 and 18, that have paid the annual membership fee.

6.5.4 Provisional Member - Persons who meet one or more of the following conditions:

6.5.4.1 who are a Member, an official or a person assisting the TRG that is to

participate in a pre-arranged activity for an Event.

6.5.4.2 is a visitor who is a full financial Member of a recognised reenactment group.

6.6 Only Financial Members may vote on any TRG related business.

7. Membership Termination

7.1 Members maybe terminate their membership at any time by written notification.

7.2 Membership will be automatically terminated after 30 days of non payment of fees.

7.2.1 An extension of membership fee payment may be given provided a written request to do so is received prior to the 30 day deadline giving sufficient reasoning.

7.2.2 Membership payment extension is at the discretion of the High Council.

7.3 No membership Fees paid by the Member prior to their termination will be returned except when required by law.

7.4 Membership may be terminated at the High Councils discretion in accordance with TRG

Standing Orders Clause 7.4 - Membership Termination.

7.4 Any Member notified of Membership Termination may appeal the decision. The appeal is to be submitted to the High Council within 30 days of notification of Membership Termination.

The High Council will deliberate on the matter and advise the member in writing of their final decision regarding Membership Termination.

7.5 All membership details are to be removed from the Members Register for any person upon the death of, ceasing to be a member or membership termination of that member.

8. Member Disputes

8.1 Disputes between Members should be resolved between the Members involved if possible.

8.2 Member disputes unable to be resolved using Clause 8.1 are to be raised with a designated

Member Protection Information Officer (MPIO) or in writing with a High Councillor.

8.3 Should the Committee be unable to resolve the issue, or if one of the disputing Members disapproves of taking the issue to the High Council, then an independent can be arranged to assist in resolving the issue.

8.4 Any issues raised with the MPIO or High Council are to be investigated and subsequent steps made to prevent the issue arising in the future where possible.

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9. High Council

9.1 The High Council is the elected Executive Committee and comprises of the office bearers of

Thane, Sénéchal, High Scholar and High Marshal. In addition up to 3 Committee members may be elected to sit on the High Council.

9.2 The High Council are to be nominated no later than 1 week prior to the Annual General

Meeting taking place. High Council nominations can be made by submission of a High

Council Nomination Form or by TRG Forum Submission.

9.3 The High Council shall be elected to office during the Annual General Meeting by majority vote of Financial Members present providing Clause 9.2 is met and No objections are raised against the Nominee.

9.4 The High Council shall hold office for a term of one year until the next Annual General

Meeting whereby all positions are open for nomination for (or by) any Financial Member.

9.5 A casual vacancy may occur in the High Council if a Councillor becomes unable to hold office. A casual vacancy may occur if a High Councillor

9.5.1

Dies.

9.5.2

Tenders their resignation in writing.

9.5.3

Is convicted of an offence under the ACT.

9.5.4

Is permanently incapacitated mentally or physically.

9.5.5

Ceases to be a Financial Member of the TRG.

9.5.6

Is removed by office either voluntarily or by the outcome of a Special Resolution

Meeting.

9.5.7

No Nomination is received for the position prior to the Annual General Meeting.

9.6 Should a High Council position become vacant during this tenure, nominations for the position will be called for within seven days. Nominees will be discussed by the High

Council where a temporary appointment may be made. Temporary appointments will be finalized by vote at the next Annual General Meeting, convened General Meeting, or by a majority vote on the TRG Forum.

9.7 Duties of the High Council and it's individual Members are laid down in TRG Standing

Orders Clause 9 - High Council.

9.8 Only Financial Members may hold a High Council position.

9.9 A Financial Member may only hold one office on the High Council at any given time, and may in addition, be counted amongst the Council members.

9.10

The Sénéchal shall at all times maintain custody of the current Members Register,

Constitution, TRG Standing Orders, and all other records, books and documents. The aforementioned documents and all other TRG doctrine will be made available for inspection by TRG Financial Members upon request.

10. High Council Powers

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10.1 The High Council may discuss and vote on business that has been raised by any Member, without the presence of any other TRG Members.

10.2 An exception to Clause 10.1 may occur when the matter directly involves a particular High

Council Member. In such a case, the Member in question must abstain from voting, to prevent bias or a conflict of interest.

10.3 TRG Members may attend High Council Meetings in the capacity of an observer where there are no objections by High Council Members.

10.4 Unless raised by or pertaining to a TRG Member directly no observer may not enter into discussion or vote on any Clause being discussed by the High Council.

11. High Council Meetings

11.1 A minimum of four High Council Meetings are to be held each financial year, between the dates of 1 st July and 30 th June of the following year.

11.2 Additional High Council Meetings can be held as frequent as required by the High Council.

11.3 A quorum shall consist of a minimum of three High Council Members.

11.4 If a quorum is not present 30 minutes after the appointed time of a High Council Meeting scheduled commencement the meeting shall be deemed to have lapsed and shall be rescheduled to occur within 14 days of the original scheduled date. Should more than 14 days lapse the next High Council Meeting shall be conducted as a fresh High Council

Meeting.

11.5 The Sénéchal shall give members a minimum of 7 days notice for High Council Meetings.

11.6 The Sénéchal shall provide an agenda of all High Council Meetings prior to the meetings commencement and as soon as feasibly possible distribute a copy of the meetings minutes to all High Council Members after the meeting, or within 7 days of the meetings adjournment.

11.7 Motions submitted shall be discussed and voted on at a High Council Meeting provided that;

(i) Sufficient evidence or reason is presented at the meeting.

(ii) Sufficient discussion can occur to put the motion to a vote.

(iii) The Motion does not breach the Constitution, Standing Orders or Law.

11.8 A vote may be carried out on Motions provided that conditions in clause 11.7 are met.

11.9 A Motion shall be deemed to have been passed when conditions in clause 11.7 are met and the majority of High Councillors vote in the affirmative. A passed Motion shall be deemed to be in immediate effect.

11.10 In the event of a tie on a Motion, the Meeting's Chair may;

(i)

(ii)

Cast a deciding vote, or

Adjourn the matter to the next High Council Meeting for further discussion.

11.11 The High Council may amend the TRG Standing Orders as deemed necessary, and will be accorded 7 days notice of any intended change(s) to the TRG Standing Orders.

11.12 The format of High Council Meetings is defined in

ANNEX A: HIGH COUNCIL MEETING

AGENDA

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12. General Meetings

12.1 A minimum of four General Meetings are to be held each financial year, between the dates of 1 st July and 30 th June of the following year.

12.2 The Annual General Meeting is classified as a General Meeting and is included in the

General Meeting total in Clause 12.1.

12.3 The Annual General Meeting shall be held between the 1 st and 31 st July each year.

12.4 A quorum shall consist of a minimum of three High Council Members and a minimum of two additional Financial Members.

12.5 If a quorum is not present 30 minutes after the appointed time of a General Meeting scheduled commencement the meeting shall be deemed to have lapsed and shall be rescheduled to occur within 14 days of the original scheduled date. Should more than 14 days lapse the next General Meeting shall be conducted as a fresh General Meeting.

12.6 The Sénéchal shall give members a minimum of 7 days notice for General Meetings. Via E-

Mail.

12.7 The Sénéchal shall provide an agenda of all meetings prior to the meetings commencement and as soon as feasibly possible distribute a copy of the meetings minutes to all Financial

Members after the meeting, or within 7 days of the meetings adjournment.

12.8 No business other than unfinished business or agenda items shall be discussed at General

Meetings.

12.9 Motions submitted shall be discussed and voted on at General Meeting provided that;

(i) Sufficient evidence or reason is presented at the meeting.

(ii) Sufficient discussion can occur to put the motion to a vote.

(iii) The Motion does not breach the Constitution, Standing Orders or Law.

12.10 A vote may be carried out on ordinary Motions and Special Resolution Motions provided that conditions in clause 12.9 are met.

12.11 A Motion shall be deemed to have been passed when conditions in clause 12.9 are met and the majority of Financial Members vote in the affirmative. A passed Motion shall be deemed to be in immediate effect.

12.11 In the event of a tie on a Motion, the Meeting's Chair may;

(i) Cast a deciding vote, or

(ii) Adjourn the matter to the next General Meeting for further discussion.

12.12 A Special General Meeting can be requested by Financial Members providing sufficient grounds are given in writing, and signed by the submitter to the High Council. The High

Council shall within 7 days of receipt of the request discuss the matter and either address the situation or convene a Special General Meeting within 30 days of the submissions receipt.

12.13 Amendments to the TRG Constitution can only be discussed and amended by Special

Resolution in a Special General Meeting convened specifically for the purpose. Amendments to the TRG Constitution can be passed providing clause 12.4 is met and by a 75% majority vote in the affirmative by Financial Members.

12.14 The format of High Council Meetings is defined in

ANNEX B: GENERAL MEETING

AGENDA

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13. Council

13.1 Council is a non-elected body that assists with the functioning of TRG and shall, providing there are sufficient Members willing to fill the designated roles, comprise of;

(i) Safety Marshal(s)

(ii) Training Officer(s)

(iii) Healer(s)

(iv) Member Protection Information Officer(s)

(v) Public Relations Officer

(vi) Sheriff

13.2 Duties of the Council and it's individual Members are laid down in Standing Orders Clause

13 - Council.

13.3 A Member may hold more than one position on the Council.

14. Proxies

14.1 A Financial Member may vote on a matter at a General Meeting by proxy providing the vote clearly defines the matter being addressed and the proxies actual vote. A proxy vote may be presented in writing and signed by the proxy or on the TRG Forum prior to the meeting taking place.

14.2 A Financial Member may appoint in writing another Financial Member to be the proxy of the appointing Financial Member. The proxy may act upon the appointee’s behalf and cast a vote on the appointee’s behalf in addition to their own vote.

15. Rules of Association

15.1 No alteration, repeal or addition shall be made to the Constitution except at the Annual

General Meeting, or a Special General Meeting, called for that purpose and notice of all motions to alter, repeal or add to the Constitution shall be given to members 7 days prior to the Annual General Meeting, or to a Special General Meeting called for such Special

Resolution.

15.2 Alterations to the TRG Standing Orders can be made by the High Council provided notice of t he proposed alteration(s) has been duly given to Financial Members as per Clause

11.11.

15.3 Such motions, or any part thereof, shall be of no effect unless passed by Special Resolution with a 75% majority of those present and entitled to a vote at the Annual General Meeting,

General Meeting or Special General Meeting as the case may be.

15.4 Any changes to the Constitution subject to conditions of Clauses 12.6 - 12.9 must be submitted in writing to the Commissioner within 30 days of the amendments approval and be supported by sufficient evidence that the motion was passed in accordance with the existing Constitution.

16. Common Seal

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16.1 The common seal of the TRG shall be kept in the custody of the Sénéchal. The seal shall not be used or affixed to any deed or document except pursuant to a resolution of the

High Council and in the presence of at least the Thane and 2 members of the High Council office bearers, the three of whom shall scribe their names as witnesses.

17. Finance

17.1 All TRG funds shall be deposited into the TRG accounts at a recognised financial institution as the High Council may determine.

17.2 All accounts due by the TRG shall be paid by cheque after having being passed for payment at the High Council Meeting. When immediate payment is necessary, accounts shall be paid and the action endorsed at the next High Council Meeting.

17.3 The Sénéchal shall not spend more than a set amount Petty Cash without the consent of the

High Council, and shall keep a record of such expenditure in the accounts register.

17.4 A record showing all accounting transactions reflecting the true financial position of the

TRG shall be maintained by the Sénéchal and a statement tabled at each High Council

Meeting.

17.5 The financial year is designated as being from July 1 st to June 30 th the following year. The accounts, books and all financial records of the TRG shall be audited each year.

17.6 A statement of Income and Expenditure, Assets and Liabilities shall be submitted to the

Annual General Meeting. The auditor’s report shall be attached to such financial report.

17.7 The signatories to the TRG accounts will be any 2 office bearers of the High Council jointly.

18. Auditor

18.1 The High Council shall elect or appoint an Auditor or Auditors.

18.2 The Auditor(s) shall examine and audit all the books and accounts of the TRG annually, and have the power to call for all TRG books, papers, accounts, receipts etc. and report thereon to the Annual General Meeting.

19. Dissolution

19.1 If, on the winding up of the TRG any TRG property remains after satisfaction of all

TRG debts and the costs, charges and expenses of that winding up, that property shall be distributed:

(i) to another association incorporated under the Act having objects similar to those of the TRG to allow for the distribution of surplus funds and property in accordance with the Act; or

(b) for charitable purposes, which incorporated Association or purposes, as the case requires, shall be determined by resolution of the members.

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ANNEX A: HIGH COUNCIL MEETING AGENDA

Meeting opened by Chairman at:

Apologies:

Confirmation of Minutes: Moved by: Seconded By:

Business Arising from Minutes:

1.

2.

3.

4.

Correspondence:

Inwards:

1.

2.

Outwards:

1.

2.

Business arising from Correspondence:

1.

2.

3.

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4.

5.

6.

7.

Reports:

Thane:

Sénéchal:

Financials Presented - Accepted: Seconded:

High Marshal:

High Scholar:

General Business:

1.

2.

3.

8.

Meeting closed by Chairman at:

ANNEX B: GENERAL MEETING AGENDA

Meeting opened by Chairman at:

Apologies:

Confirmation of Minutes: Moved by: Seconded By:

Business Arising from Minutes:

1.

2.

3.

4.

Correspondence:

Inwards:

1.

2.

Outwards:

1.

2.

Business arising from Correspondence:

1.

2.

3.

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4.

5.

6.

7.

Reports:

Thane:

Sénéchal:

Financials Presented - Accepted: Seconded:

High Marshal:

High Scholar:

General Business:

1.

2.

3.

8.

Member Items:

1.

2.

3.

4.

Meeting closed by Chairman at:

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