A summary which follows outlines key differences between the existing and proposed constitutions. The Committee of Management for the ASV is reduced in size; Sub-Committees are established for specific purposes; and the quorum for General Meetings of Members is reduced.
It is intended to submit the new Constitution draft to a General Meeting of Members this year for approval. Copies will be available at monthly meetings for members attending, and email copies may be obtained from Geoff Williams at geoff@glwanalysis.com.au or Patrick Culshaw at patwyn@bigblue.net.au. Or the two versions of the constitution can be downloaded from the Internet at www.sculptorsvictoria.asn.au/constitution_2004.pdf
and www.sculptorsvictoria.asn.au/constitution_proposed_2008.pdf
A special resolution will be required in accordance with the Associations Incorporations Act 1981, so 75% in favour of members entitled to vote or their proxies are required. Proxy forms shall be made available with the formal notice to members of the resolution, in advance of the General Meeting. You are asked to appoint John Wooller, President, or another Committee Member as your proxy if you do not intend to attend.
The Constitution has been given thorough study. The new proposal may well need additional amendments over time as experience shows that some clauses need adjustment. The summary of differences attached does not include every feature or difference but does try to cover the main items.
If approved at a General Meeting of Members, the proposal has to be submitted to the Registrar at Consumer Affairs, and it is not valid until the Registrar formally notifies approval. He/she could require amendments.
Informal discussion with the Registrar's office has been helpful and in principle they support the move to spread the load of running a voluntary organisation over more than 1-2 key people, whilst eliminating large cumbersome committees.
Constitution Differences Summary - The Relevant Clause in the Exisiting Constitution is summarized in left aligned green and the proposed clauses are summarized in right aligned magenta
Membership
Membership is open to the following: [# 3.(1] ]
Artist who produces sculpture of a professional level (UNESCO definition is used);
Person giving long service to ASV;
Associate - students, interested persons who cannot vote or hold office;
Membership is open to all natural persons and organisations with an interest in sculpture.[ # 3 (1)-(6) ]
Termination and Suspension
Committee may expel, suspend or fine a Member: [# 7 ]. There are 7 sub-clauses regulating service of Notice on the Member; the opportunity for the Member to be heard; holding a special General Meeting; and two thirds majority voting requirement at such General Meeting. Committee Member may be replaced by Members in General Meeting: [ # 28 ].
Executive Committee may expel or suspend a Member from the Executive Committee, from Sub-Committee, or from the ASV. Aggrieved Members are entitled to be heard at the Executive Committee, and to appeal to a General Meeting. [ # 6(11) ].
Annual General Meeting (AGM) Quorum
Greater of 11 Members or 25% of the Membership [ # 12(3) ].
Greater of 10 financial General Members or 10% of financial General Membership: [4(14) ].
Other General Meetings
Provision is made for holding at least 10 Special General Meetings, including 5 business meetings, per annum, and also when 5% of Members require it. [ # 9-10.]
Provision is made for scheduling of General Meetings (called "Other") by the Committee, and also when required by lesser of 10 Members or 10% of the Membership: [ # 5 ]
Fees & Subscriptions
AGM sets entrance fees and annual membership subscriptions: [ # 8(4)(e) ]
Committee sets all fees and subscriptions: [ # 3(9)i ]
Office Holders
8 in number, consisting of the President, 2 Vice- Presidents, 2 Secretaries, Treasurer, Publicity Officer, and Immediate Past President: [ # 21(1) ].Responsibilities of Secretary and Treasurer are defined: [ # 26,27 ].
President is limited to a tenure of 2 consecutive years [ # 21(3) ]. No limits on tenure by other Office Holders.
5 in number, consisting of President, Vice-President, Secretary, Treasurer and Public Officer. [ # 8 ]. Member may hold more than one position Responsibilities are defined.
President is limited to a tenure of 4 consecutive years [ # 6(5) ]. No limits on tenure by other Office Holders.
Committees
Committee of Management shall manage the affairs of the ASV. [# 20] Minimum of 8 members (Officers), plus any Ordinary Members elected. [ #21(1), 23(1) ]
Executive Committee shall manage the affairs of the ASV. [# 6] 6 members: 4 Officers plus 2 Ordinary Members elected at the AGM. [ # 6(2),(5) ].
Sub-Committees
Not mentioned
Executive Committee may organise Sub-Committees Executive Committee may organise Sub-Committees
with specific purposes. [#7 ] Membership, Donor Support, Individual exhibitions, Newsletter, Publicity, Web-site Co-ordinator. Executive Committee shall appoint a Coordinator of each Sub-Committee who shall advise the President of Progress, and shall make the decisions of the Sub-Committee.
Cheque Signatories
Any two of President, Secretary, Treasurer: [ # 29 ].
Any two of four Members of the Executive Committee so nominated as cheque signatories: [ # 9 ].
Distribution of Funds - to meet tax requirements
To be updated for AGM resolution 12 Nov 2003: To be updated for AGM resolution 12 Nov 2003: AGM resolution 12 Nov 2003 is included: to meet tax requirements [ # 35 ]: No portion of funds shall be distributed to Members, except to reimburse expenses or to award prizes or scholarships.]
AGM resolution 12 Nov 2003 is included: No portion of funds shall be distributed to Members, except to reimburse expenses or to award prizes or scholarships: [ # 7. ]
Format
14 pages, 35 clauses, including membership application form and proxy form, plus Purposes as 1 page separate document.
5 pages, 12 clauses, plus existing Purposes as 1 page Appendix.
No comments:
Post a Comment