[committee] Legislative Requirements - Proposed Constitutional Changes

Mon Mar 4 16:39:38 AWST 2019

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.	 

a.	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.
b.	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/assocrulesche
cklist.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/mrd
oc_28811.pdf/$FILE/Associations%20Incorporation%20Act%202015%20-%20[00-b0-02
].pdf
<https://www.legislation.wa.gov.au/legislation/prod/filestore.nsf/FileURL/mr
doc_28811.pdf/$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/mrd
oc_28810.pdf/$FILE/Associations%20Incorporation%20Act%201987%20-%20[03-c0-00
].pdf
<https://www.legislation.wa.gov.au/legislation/prod/filestore.nsf/FileURL/mr
doc_28810.pdf/$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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