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ORRCA Inc Constitution for members - 31st March 2007.
PART I: PRELIMINARY PART II: MEMBERSHIP PART III: THE COMMITTEE PART IV: GENERAL MEETINGS PART V: MISCELLANEOUS PART VI: ORRCA PUBLIC GIFT FUND Appendices APPENDIX 1 -- Membership Application Form Part 1: Preliminary1. INTERPRETATION In these Rules, except in so far as the context or subject-matter otherwise indicates:- a) Association refers to ORRCA Inc, the Organisation for the Rescue and Research of Cetaceans in Australia. b) Committee means the committee of management. c) Member means any person whose name appears on the Register of Members, or the representative of a family or group whose name appears on the Register of Members. d) Ex-Officio means a member appointed to a committee or sub- committee who may participate in the business conducted, but shall not have voting rights on the committee or sub-committee. e) Hotline means the association's telephone hotline, on which marine mammal emergencies may be reported by various organisations and the public. f) Site Controller means a member of the association who has been appointed to direct the association's operations on-site during a rescue or research operation. g) The Act means the Associations Incorporation Act 1984. h) Special General Meeting means a General Meeting of the association other than an Annual General Meeting. i) Honorary Member means a person or organisation of stature in the field of marine mammals, to whom the committee has extended membership gratis. 2. AIMS AND OBJECTS The aims and objectives of the association are: 1. To maintain and expand a network of skilled volunteers for the rescue of distressed marine mammals, particularly cetaceans. 2. To participate in and facilitate the collection of research data on marine mammals. 3. To provide an effective means of receiving reports of marine mammal distress situations (e.g. strandings) and research opportunities (e.g. dead animals), via a telephone hotline. 4. To conduct training sessions in rescue and research methods, for eligible members of the association. 5. To liaise and assist in marine mammal rescue with:
6. To contribute to the protection of marine mammals and their habitat. 7. To maintain a reference library and research archive. 8. To promote public awareness: - by publicising procedures to be undertaken when sighting a distressed marine mammal, - by providing educational, research and reference material, and lecture workshops on marine mammals,
9. To carry out fund raising activities such as:
for purposes of: - acquisition and maintenance of rescue equipment, - research, - production of the ORRCA Inc newsletter, and - the management of the affairs of the organisation. Part II: Membership 3. MEMBERSHIP CATEGORIES Membership in the following categories is available to organisations and the general public: Group Applicable to schools or school classes sponsored by a principal or teacher; commercial firms; business houses; government departments or elements thereof; or any other organisation desirous of being represented as a group, with one member of the group being nominated to represent the group. Family Covering the members of a family, with one family member, aged 18 years or over, being nominated to represent the family. Individual Any person aged 18 years or over is eligible to enrol in this category. Junior Any person under 18 years of age, who is sponsored by a parent or guardian, may enrol in this category. Honorary A person or organisation of stature in the field of marine mammals, to whom the committee has extended membership gratis. The committee may at its discretion create additional membership categories. 4. MEMBERSHIP APPLICATIONS a) Membership applications will be made, by persons, families or groups wishing to join the association, by completing the application form as listed in Appendix 1 and lodging it with the secretary, together with the prescribed fee. b) The secretary will notify the committee, at the next committee meeting, of the receipt of the application and put it forward for consideration. c) Where the committee approves the application, the public officer will enter the applicant's name on the Register of Members, upon which the applicant becomes a member of the association and will receive:
d) All persons admitted to membership of the association will be designated as Supporting Members until such time as they might become Rescue Team members (Rule 5). e) Where a membership application is rejected by the committee, or is not approved within 45 days of its receipt, the committee will refund the subscription fee to the applicant forthwith. 5. RESCUE TEAM MEMBERSHIP a) Members of the association who wish to participate in rescue work will be eligible to apply to join the Rescue Team. In the case of family membership, all members of the family will be eligible to apply to join the Rescue Team. b) Group members will not be eligible to join the Rescue Team. 6. ENTERING THE RESCUE TEAM REGISTER a) An application for membership of the Rescue Team shall:
b) The secretary will notify the committee, at the next committee meeting, of the receipt of the application and put it forward for consideration. c) Where the committee determines to approve the application, the secretary shall enrol the applicant to attend a Marine Mammal Rescue Training Workshop. d) Where the committee determines to reject the application, or does not approve the application within 45 days, the committee will refund the tendered fees forthwith. e) Once an approved applicant has attended a Marine Mammal Rescue Training Workshop and passed any examination set during that Workshop, the public officer will enter the name of the applicant in the Rescue Team Register, at which time the applicant becomes a member of the Rescue Team. 7. FINANCIAL YEAR The association's financial year shall be from 1st November to 31st October each year. 8. HONORARY MEMBERSHIP The committee may offer Honorary Membership, gratis, to individuals or organisations whom the committee consider to have appropriate expertise and/or experience in fields relevant to the Aims and Objects of the association. 9. REGISTER OF MEMBERS AND RESCUE TEAM REGISTER a) The public officer of the association shall maintain a Register of Members of the association, specifying the name and address of each person, family and group that is a member of the association together with the date on which the person, family or group became a member, and their membership category. b) The public officer of the association shall maintain a Rescue Team Register, specifying the name, address and contact numbers of each member of the Rescue Team together with the date that person became a member of the Rescue Team. c) The Register of Members and the Rescue Team Register shall be kept at the principal place of administration of the association, and details therein of members' names, joining dates and membership categories shall be open for inspection, free of charge, by any member of the association at any reasonable hour. 10. FEES, SUBSCRIPTIONS, ETC a) A member shall, upon admission to membership, pay to the association the appropriate joining fee and annual membership fee for the membership category for which he or she is applying, as determined by the committee and set out in the application form shown in Appendix 1. b) A member of the Rescue Team shall, upon admission to the Rescue Team, pay to the association the appropriate registration fee, as determined by the committee and set out in the application form shown in Appendix 2. c) An annual membership fee will be due and payable by all members of the association on each anniversary of their joining the association, and shall be lodged with the secretary. This fee will be as determined by the committee. 11. CESSATION OF MEMBERSHIP a) The public officer shall remove the name of a group, family or person from the Register of Members when such group, family or person: - i) dies; or - ii) resigns from the association; or - iii) is expelled from the association; or - iv) has not paid the annual membership fee within 30 days of such fee becoming due and payable. b) A person, family or group ceases to be a member of the association when its name is removed from the Register of Members under Clause (a). 12. MEMBERS' LIABILITIES The liability of a member of the association to contribute towards the payment of the debts and liability of the association or the costs, charges and expenses of the winding up of the association is limited to the amount, if any, unpaid by the member in respect of the membership of the association as required by Rule 10. 13. DISCIPLINING OF MEMBERS a) Where the committee is of the opinion that a member of the association: - i) has persistently refused or neglected to comply with a provision of these Rules, or - ii) has persistently and wilfully acted in a manner prejudicial to the interests of the association, the committee may, by resolution: - i) expel the member from the association, or - ii) suspend the member from membership of the association for a specified period. b) A resolution of the committee under Clause (a) is of no effect unless the committee, at a meeting held not earlier than fourteen (14) days and not later than twenty-eight (28) days after the service on the member of the notice under Clause (c), confirms the resolution in accordance with this Rule. c) Where the committee passes a resolution under Clause (a), the secretary shall as soon as practicable, cause a notice in writing to be served on the member:- - i) setting out the resolution of the committee and the grounds on which it is based, - ii) stating that the member may address the committee at a meeting to be held not earlier than fourteen (14) days and no later than twenty-eight (28) days after service of the notice, - iii) stating the date, place and time of that meeting, and - iv) informing the member that the member may do either or both of the following:- - A) attend and speak at that meeting, - B) submit to the committee at or prior to the date of that meeting written representations relating to the resolution. d) At the meeting of the committee held as referred to in Clause (c) the committee shall:- - i) give to the member an opportunity to make oral representations, - ii) give due consideration to any written representations submitted to the committee by the member at or prior to the meeting, and - iii) by resolution determine whether to confirm or to revoke the resolution. e) Where the committee confirms a resolution under Clause (d), the secretary shall, within seven (7) days after that confirmation, by notice in writing, inform the member of the fact and of the member's right of appeal under Rule 14. f) A resolution confirmed by the committee under Clause (d) does not take effect:- - i) until the expiration of the period within which the member is entitled to appeal against the resolution where the member does not exercise the right of appeal within that period, or - ii) where within that period the member exercises the right of appeal, unless and until the association confirms the resolution pursuant to Rule 14 (d). 14. RIGHTS OF APPEAL OF A DISCIPLINED MEMBER a) A member may appeal to the association in general meeting a resolution of the committee which is confirmed under Rule 13 (d), within seven (7) days after notice of the resolution is served on the member, by lodging with the secretary a notice to that effect. b) Upon receipt of a notice from a member under Clause (a), the secretary shall notify the committee which shall convene a General Meeting of the association to be held within twenty-one (21) days after the date on which the secretary received the notice. c) At a General Meeting of the association convened under Clause (b):- - i) no business other than the question of the appeal shall be transacted, - ii) the committee and the member shall be given the opportunity to state their respective cases orally or in writing or both, and - iii) the members present shall vote by secret ballot on the question of whether the resolution should be confirmed or revoked. d) If at the General Meeting the association passes a special resolution in favour of the confirmation of the resolution, the resolution is confirmed. Rules for Members15. All members, by the signing of the application form, shall understand and agree to abide by the Aims and Objects and Rules of the association. 16. (a) All members, on becoming aware of a marine mammal in distress or of marine mammal remains being found, shall ensure that the Hotline is notified before they go to investigate the report. (b) Once on-site, members shall on an ongoing basis ensure that the Hotline is kept up-to-date with events at the site. (c) While on-site, members shall follow the directions of the Hotline, which shall have overall responsibility to co-ordinate the association's activities and to interface with other organisations during the operation. (d) While on-site, members shall follow the directions of any member who has been appointed by the Hotline as Site Controller for the operation, or in that person's absence any representative of the State authority (e.g. National Parks and Wildlife Service). (e) Members shall not interfere with the remains of a dead marine mammal unless authorised on that occasion by both the State authority (e.g. National Parks and Wildlife Service) and the Hotline. (f) A member shall not participate in a marine mammal rescue operation conducted by another association or organisation of which he or she is a member, if that association or organisation does not have explicit written authority from the State authority (e.g. National Parks and Wildlife Service) to conduct marine mammal rescues. 17. A member shall not, without the consent of the committee, disclose to any other member, person or organisation any information in the association's membership records including, but not limited to, names, addresses, and telephone numbers, nor shall a member make personal use of such information for purposes unconnected with the Aims and Objects of the association. 18. The name and emblem of the association, including but not limited to letterhead, will not be used by any person or member without prior approval of the committee. 19. In application for membership of the Rescue Team, association members will list any appropriate information as to their capabilities, resources and availability. Part III: The Committee20. The Committee shall be called the committee of management of the association and, subject to the Act, the Regulation and these Rules and to any resolution passed by the association in general meeting:- a) shall control and manage the affairs of the association; b) may exercise all such functions as may be exercised by the association other than those functions that are required by these Rules to be exercised by a General Meeting of members of the association; and c) has powers to perform all such acts and do all such things as appear to the committee to be necessary or desirable for the proper management of the affairs of the association. 21. CONSTITUTION AND MEMBERSHIP a) The committee shall consist of:- i) Office Bearers:
ii) Committee Members -- Five other members of the association. iii) Public Officer -- One of the Office Bearers. b) Each member of the committee shall be a member of the association who is in a membership category other than group, honorary or junior. c) Each member of the committee shall, subject to these Rules, hold office until the conclusion of the Annual General Meeting following the date of the member's election, but is eligible for re-election. d) In the event of a casual vacancy occurring in the membership of the committee, the committee may appoint a member of the association to fill the vacancy and the member so appointed shall hold office, subject to these Rules, until the conclusion of the Annual General Meeting next, following the date of the appointment. 21A. REMUNERATION AND BENEFITS No member of the committee of management shall be appointed to any salaried office of the Association or any office of the Association paid by fees and no remuneration or other benefit in money or money's worth shall be given by the Association to any member of the committee of management except repayment of out-of-pocket expenses, interest at a rate not exceeding interest at the rate for the time being charged by bankers in Sydney for money lent to the Association, and reasonable and proper rent for premises let to the Association. 22. ELECTION OF MEMBERS a) Nominations of candidates for election as office-bearers of the association or as other members of the committee:- - i) shall be made in writing signed by two (2) members of the association who are in membership categories other than group, honorary or junior; - ii) shall be accompanied by the written consent of the candidate (which may be endorsed on the form of the nomination); and - iii) shall be delivered to the secretary of the association not less than seven (7) days before the date fixed for the holding of the Annual General Meeting at which the election is to take place. b) If insufficient nominations are received to fill all vacancies on the committee, the candidates nominated shall be deemed to be elected and further nominations shall be received at the Annual General Meeting. c) If insufficient further nominations are received, any vacant positions remaining on the committee shall be deemed to be casual vacancies. d) If the number of nominations received is equal to the number of vacancies to be filled, the persons nominated shall be deemed to be elected. e) If the number of nominations received exceeds the number of vacancies to be filled, a ballot shall be held. f) The ballot for the election of office-bearers and other members of the committee shall be a secret ballot and shall be conducted at the Annual General Meeting in such usual and proper manner as the committee may direct. g) A nomination of a candidate for election under this Rule is not valid if that candidate has been nominated for election to another office at the same time. Duties of the Office Bearers23. PRESIDENT The President shall:-
24. FIRST VICE-PRESIDENT The First Vice-President shall:-
25. SECOND VICE-PRESIDENT The Second Vice-President shall be responsible to ensure that:-
26. SECRETARY The Secretary shall:-
27. TREASURER The Treasurer shall:-
28. CASUAL VACANCIES For the purpose of these Rules, a casual vacancy in the office of a member of the committee occurs if the member:- a) dies; b) ceases to be a member of the association; c) becomes an insolvent under administration within the meaning of the Companies (New South Wales) Code; d) resigns office by notice in writing given to the secretary; e) is removed from office under Rule 29; f) becomes of unsound mind or a person whose person or estate is liable to be dealt with in any way under the law relating to mental health; or g) is absent without the consent of the committee from all meetings of the committee held during a period of six (6) months. h) fails, without an excuse which, in the opinion of the President of the association, is a reasonable excuse, to attend the Annual General Meeting or a Special General Meeting of the association
29. REMOVAL OF A MEMBER a) The association in general meeting may by resolution remove any member of the committee from the office of member before the expiration of the member's term of office and may by resolution appoint another person to hold office until the expiration of the term of office of the member so removed. b) Where a member of the committee to whom a proposed resolution referred to in Clause (a) relates makes representations in writing to the secretary or president (not exceeding a reasonable length) and requests that the representations be notified to the members of the association, the secretary or the president may send a copy of the representations to each member of the association or, it they are not so sent, the member is entitled to require that the representations be read out at the meeting at which the resolution is considered. 30. MEETING AND QUORUM a) The committee shall meet at least six (6) times in each period of twelve (12) months at such place and time as the committee may determine. b) Additional meetings of the committee may be convened by the president or any member of the committee. c) Oral or written notice of the meeting of the committee shall be given by the secretary to each member of the committee at least forty-eight (48) hours (or such other period as may be unanimously agreed upon by the members of the committee) before the time appointed for the holding of the meeting. d) Notice of a meeting given under Clause (c) shall specify the general nature of the business to be transacted at the meeting and no other business other than that business shall be transacted at the meeting, except business which committee members at the meeting unanimously agree to treat as urgent business. e) Any five (5) members of the committee constitute a quorum for the transaction of the business of a meeting of the committee. f) No business shall be transacted by the committee unless a quorum is present and if within half an hour of the time appointed for the meeting a quorum is not present the meeting stands adjourned to the same place and at the same hours of the same day in the following week. g) If at the adjourned meeting a quorum is not present within a half hour of the appointed time for the meeting, the meeting shall be dissolved. h) At a meeting of the committee:- - i) the president, or in the president's absence, the first vice-president shall preside, or - ii) if the president and the first vice-president are absent or unwilling to act, such one of the remaining members of the committee as may be chosen by the members present at the meeting shall preside.
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Constitution