[committee] [ucc] Legislative Requirements - Proposed Constitutional Changes

[Felix von Perger]

Hi all,

Since [MPT] is away this week, as a followup (and just in time!) for the 
Ordinary General Meeting on the 30th April, I've prepared most of these 
suggested changes to the constitution as a nice colourful online 
interactive diff thanks to UCC's GitLab.

See here for the details:
https://gitlab.ucc.asn.au/UCC/constitution/merge_requests/1

Excerpt from the pull request on GitLab:

> Here are some suggested changes to the constitution to comply with the 
> Associations Incorporation Act 2015.
>
> See the original proposed changes in the [email by 
> [MPT]](https://lists.ucc.gu.uwa.edu.au/pipermail/committee/2019-March/007448.html) 
> and [comments by 
> [BOB]](https://lists.ucc.gu.uwa.edu.au/pipermail/committee/2019-March/007449.html).
>
> Summary and rational for the changes:
>   - Update the reference to the Act to 2015 from 1987.
>   - The new Act contains a legislative requirement to clearly define 
> when a person becomes and ceases to be a member of a Club.
>   - Currently, Fresher Rep and OCMs must be members of the club, yet 
> the same requirement is not written into the clause covering the 
> Executive.
>     - Also, require people to have been a member for at least 6 months 
> before being elected as exec, which can provide some amount of 
> confidence that newly elected exec know something about how the club 
> works.
>   - We are no longer obliged by the Act to carry a common seal, and 
> can remove section 14 of the constitution completely. We were forced 
> to add it when we incorporated and didn?t particularly need or want 
> it. - [BOB]
>   - Clarify that conditions for payments to members of the club also 
> apply to payments to committee members (possibly redundant, with above 
> changes?)
>     - Note that conditions regarding payments to committee members are 
> specifically required by the Act

Please feel free to provide feedback or suggested changes to wording 
through the GitLab pull request page 
<https://gitlab.ucc.asn.au/UCC/constitution/merge_requests/1> or simply 
by replying to this email. These changes will also be added to the 
agenda for the OGM.

Best regards,

Felix von Perger [FVP]
UCC President

On 4/3/19 4:39 pm, Bob Adamson wrote:
>
> Hi James,
>
> To be blunt, it would have been nice to get this some time ago, well 
> before the 4 day agenda cutoff (which you technically missed for a 1pm 
> Friday meeting), to permit discussion and proper checking – 
> constitutional changes are not to be done lightly, and are expensive 
> to do. We have rejected constitutional changes at general meetings in 
> the past simply because there had been no time beforehand to discuss 
> them as a club. Further, can you please submit a complete draft of the 
> proposed constitution so that it can be properly checked; this will 
> also assist making the AGM go faster, since most people at the 
> lunchtime AGM meeting are quite time constrained.
>
> In response to your individual changes:
>
>  1. Yes.
> 2.
>      1. I think linking the membership year to the AGM is not a great
>         idea, because some clubs (and UCC has floated this idea in the
>         past too) have their AGM at the end of the year, to facilitate
>         a non-dead time over Christmas. In this case I think the
>         membership period should be specified as defined in policy, to
>         stop the constitution being brittle, and it should probably be
>         linked to the start of UWA semester 1 or something. Section 12
>         of the model rules does this quite well without even
>         specifying a date.
>      2. The model rules do this way better than we do, check them out.
>  3. I’m not sure this change is necessary, since I don’t think there’s
>     any technical requirement for a member of the clubs management
>     committee to be a member themselves. Regardless, it has never
>     happened and I doubt it would, and isn’t required by the Act.
>  4. Yes, that seems sane, though it is again targeting something that
>     hasn’t happened in 40+ years and isn’t required by the Act. You
>     also need “except as elsewhere provided in the Constitution” here,
>     otherwise I think you are conflicting with temporary positions
>     under your new section 17.4
>  5. I have seen this be an issue, good fix.
>  6. Redundant if you fix section 9.3, since they would automatically
>     be unable to hold the position
>
> Required changes that appear to have been missed:
>
>  1. Schedule 1, Division 1 section 6 (g) of the Act specifies that we
>     must specify “the circumstances (if any) in which payment may be
>     made to a member of the committee out of the funds of the
>     association.”. I can’t see any reference to this in the changes or
>     the current constitution.
>  2. Schedule 1, Division 1 section 10 of the Act specifies that we
>     must specify “the number of members, expressed as a percentage of
>     membership, who may at any time require that a general meeting of
>     the incorporated association be convened”. We currently do this as
>     an absolute number, and there has been no conversation about what
>     we would change it to.
>
> Non-required changes that we were always going to change:
>
>  1. We are no longer obliged by the Act to carry a common seal, and
>     can remove section 14 of the constitution completely. We were
>     forced to add it when we incorporated and didn’t particularly need
>     or want it. That said, has it been useful for sealing any
>     documents for eg: transferring Westpac accounts? If so, no harm to
>     leave it in I guess.
>
> Given the changes that have been missed (my check was by no means 
> thorough, there’s probably 1 or 2 others), the short notice period 
> with no other member involvement, and the time constraints of the AGM 
> meeting, I think these constitutional changes should be held off until 
> another meeting.
>
> Sites I am referencing:
>
> Rules checklist: 
> https://www.commerce.wa.gov.au/sites/default/files/atoms/files/assocruleschecklist.pdf 
> (note any items in bold are different to the previous Act)
>
> The new Act: 
> https://www.legislation.wa.gov.au/legislation/prod/filestore.nsf/FileURL/mrdoc_28811.pdf/$FILE/Associations%20Incorporation%20Act%202015%20-%20[00-b0-02].pdf 
> <https://www.legislation.wa.gov.au/legislation/prod/filestore.nsf/FileURL/mrdoc_28811.pdf/$FILE/Associations%20Incorporation%20Act%202015%20-%20%5b00-b0-02%5d.pdf> 
>
>
> The old Act: 
> https://www.legislation.wa.gov.au/legislation/prod/filestore.nsf/FileURL/mrdoc_28810.pdf/$FILE/Associations%20Incorporation%20Act%201987%20-%20[03-c0-00].pdf 
> <https://www.legislation.wa.gov.au/legislation/prod/filestore.nsf/FileURL/mrdoc_28810.pdf/$FILE/Associations%20Incorporation%20Act%201987%20-%20%5b03-c0-00%5d.pdf> 
>
>
> Model rules: 
> https://www.commerce.wa.gov.au/publications/model-rules-associations-2016
>
> Sorry to be a bit brutal here, but I hope I have provided some 
> constructive criticism and linked some useful resources.
>
> Bob
>
> *From:*james.arcus64 at gmail.com <james.arcus64 at gmail.com>
> *Sent:* Monday, 4 March 2019 1:54 PM
> *To:* exec at ucc.asn.au
> *Cc:* committee at ucc.asn.au
> *Subject:* Legislative Requirements - Proposed Constitutional Changes
>
> Hi committee,
>
> I have recently been inspecting the new constitutional requirements as 
> per the /Associations Incorporation Act 2015/. The new act is required 
> to be complied with by 30 June 2019, so this AGM is high time to deal 
> with the last remaining incompatibilities.
>
> Here are my proposed amendments:
>
>  1. In section 2, delete “Associations Incorporation Act 1987” and
>     substitute “Associations Incorporation Act 2015”.
>  2. Insert in section 6 before “3. All members must comply…” the
>     following:
>
> “3. A subscription shall expire at the commencement of the Annual 
> General Meeting in the year subsequent to its payment.
>
> “4. A person becomes a member upon the receipt of a valid membership 
> application by the Secretary and the receipt of any subscription fees 
> by the Club.
>
> “5. Any member may resign from the Club by providing written 
> notification to the Secretary. If that member is a member of the 
> Committee, the notification must be provided at least fourteen days 
> before the resignation takes effect.
>
> “6. Membership of the club continues indefinitely until resigned or 
> ceasing due to non-payment of a subscription, unless provided 
> elsewhere in this Constitution.”; and
>
>                 Renumber clause 6.3 to 6.7.
>
>  3. In clause 9.3, delete “Only students at The University of Western
>     Australia who are” and substitute “Only members of the Club who
>     are students at The University of Western Australia and are”.
>  4. Insert at the end of section 9, “7. Members may be elected to and
>     hold at most one position on the Committee.”
>  5. In section 10, delete  “The members of the Committee shall remain
>     in office” and substitute “The members of the Committee shall
>     commence office at the close of the meeting at which they are
>     elected and remain in office”.
>  6. Insert in section 17 before “3. Election” the following:
>
> “3. Cessation of Membership
>
> “ The Committee shall declare vacant the position of any member of the 
> Committee if that person ceases to be a member of the Club for any reason.
>
> “4. Acceptance of Other Positions
>
> “ The Committee shall declare vacant the existing position of any 
> member of the Committee who is elected to another Committee position 
> that is not a temporary role.”; and
>
>                 Renumber clause 17.3 to 17.5.
>
> And rationale:
>
>  1. Reflecting legislation change.
>  2. The new Act contains a legislative requirement to clearly define
>     when a person becomes and ceases to be a member of a Club.
>  3. Currently, Fresher Rep and OCMs must be members of the club, yet
>     the same requirement is not written into the clause covering the
>     Executive.
>  4. Codification of existing practise.
>  5. There is a legislative requirement to specify both the start and
>     end dates of the term of the Committee.
>
> Where legislation requires additions to the constitution, I have tried 
> to preserve the existing practise of the club. I am more than open to 
> wording and functional changes to these, provided that the legislative 
> requirements remain met.
>
> Cheers,
>
> James [MPT]
> */UCC Committee Member/*
>
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