Constitution

Aims:

  1. To support and preserve the culture of Indonesia.
  2. To promote understanding and co-operation between the people of Indonesia and Australia through cultural exchange.
  3. To prvide assistance with accommodation and living expenses to Indonesian artists, dancers, musicians, writers and craftspeople visiting Australia.
  4. To promote multiculturalism, ensure the participation of people of all cultural backgrounds in AIAA activities and to address misinformation about Indonesia.
  5. To raise funds for Indonesian crisis relief – food, accommodation etc.

Objectives:

  1. To establish a data base of Australian-Indonesian cultural organisations and Indonesian visual and performing artists.
  2. To establish a National network of organisations and individuals involved in Indonesian culture and Artist-in-Residence programs via the internet.
  3. To undertake a National survey of community needs relating to Indonesian culture.
  4. To promote the initiation of joint projects between Indonesian cultural groups and community groups such as ACE, Arts councils, Schools etc in order to raise awarness about Indonesian culture throughout the Australian Community.
  5. To raise funds for the purpose of creating Indonesian cultural programs and Artist-in-Residence programs throughout Australia.
  6. To produce and distribute an Instruction Manual for local cultural groups on the co-ordination of cultural activities and Artist-in Residence Programs.
  7. To provide on-going liaison, support and resourcing of local AIAA branches, Indonesian Artist-in Residence Programs and cultural organisations.
  8. To promote the establishment of local Indonesian cultural groups and branch offices of Australia Indonesia Arts Alliance at State, Regional and Local levels.
  9. To provide information about Indonesian cultural programs nationally and internationally via the internet – AIAA web-site, e-mail address and chatline.

Part I – Preliminary

Definitions

    1. In these rules:

“ordinary member” means a member of the committee who is not an office-bearer of the association, as referred to in rule 13.2;

“secretary” means

      • the person holding office under these rules as secretary of the association; or
      • if no such person holds that office – the public officer of the association;

“special general meeting” means a general meeting of the association other than an annual general meeting;

“the Act” means the Associations Incorpoation Regulation 1994.

  1. In these rules:
    • a reference to a function includes a reference to a power, authority and duty; and
    • a reference to the exercise of a function includes, if the function is a duty, a reference to the performance of the duty.
  2. The provisions of the Interpretation Act 1987 apply to and in respect of these rules in the same manner as those provisions would so apply if these rules were an instrument made under the Act.

Part II – Membership

2. Membership Qualifications

A person is qualified to be a member of the association if, but only if:

the person has applied in writing for membership and has been approved for membership of the association by the committee of the association.

the person has agreed to abide by the rules of the association

3. Cessation of membership

A person ceases to be a member of the association if the person:

dies; or

resigns membership; or

is expelled from the association

4. Membership entitlements not transferable

A right, privilage or obligation which a person has by reason of being a member of the association:

is not capable of being transferred or transmitted to another person; and

terminates on cessation of the person’s membership

5. Resignation of membership

A member of the association may resign from membership by giving to the secretary a signed and dated letter of resignation.

If a member of the association has tendered a resignation and in every other case where a member ceases to hold membership, the secretary must make an appropriate entry in the register of members recording the date on which the member ceased to be a member.

6. Register of Members

The public officer of the association must establish and maintain a register of members of the association specifying the name and address of each person who is a member of the association together with the date on which the person became a member.

The register of members must be kept at the principal place of administration of the association and must be open for inspection, free of charge, by any member of the association at any reasonable hour.

7. Fees and Subscriptions

Applications for membership must be accompanied by the annual membership fee as determined by the management committee. Membership renewals fall due and payable on each anniversary of joining.

8 Members’ Liabilities

The liability of a member of the assoiciation to contribute towards the payments of the debts and liabilities of the association or the costs, charges and expenses of winding up of the association is limited to the amount, if any, upaid by the member in respect of membership of the association as required by rule 7.

9. Resolution of Internal Disputes

Disputes between members (in their capacity as members) of the association, and disputes between members and the association are to be referred to the management committee for mediation and/or other appropriate action.

10. Disciplining Members

A written complaint may be made by any member of the association that some other member of the association:

has refused or neglected to comply with a provision or provisions of these rules; or

has acted in a manner prejudicial to the interests of the association;

has represented the association without due authority.

On receiving such a complaint, the committee:

 

must cause notice of the complaint to be served on the member concerned; and

must give the member at least 14 days from the time the notice is served within which to make submissions to the committee in connection with the complaint; and

must take into consideration any submissions made by the member in connection with the complaint.

he committee may, by resolution, expel the member from the association or suspend the member from membership of the association if, after considering the complaint and any submissions made in connection with the complaint, it is satisfied that the facts alleged in the complaint have been proved.

 

If the committee expels or suspends a member, the secretary must, within 7 days after the action is taken, cause written notice to be given to the member of the action taken and of the reasons given by the committee for having taken that action.

11. Right of Appeal of Disciplined Member

A member may appeal to the association in general meeting against a resolution of the committee under rule 10, within 7 days after notice of the resolution is served on the member, by lodging with the secretary a notice to that effect.

The notice may, but need not, be accompanied by a statement of the grounds on which the member intends to rely for the purposes of the appeal.

On receipt of a notice from a member under clause 1, the secretary must notify the committee which is to convene a general meeting of the association to be held within 28 days after the date on which the secretary received the notice.

At a general meeting of the association convened under clause 3:

no business other than the quesion of the appeal is to be transacted; and

the committee and the member must be given the opportunity to state their respective cases orally or in writing, or both; and

the members present are to vote by secret ballot on the question of whether the resolution should be confirmed or revoked.

If at the general meeting the association passes a special resolution in favour of the confirmation of the resolution, the resolution is confirmed.

Part 111 – the Committee

12. Powers of the Committee

The committee is to be called the committee of management of the association and:

is to control and manage the affairs of the association; and

has power 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 association.

the office bearers of the committee constitute the executive.

The executive of the committee shall be the only body to:

publicly represent the association;

approach other organisations whether Government or private on behalf of the association;

commit the association to involvement in any private activity;

deal with emergency situations.

13. Constitution and Membership

Subject in the case of the first members of the committee to section 21 of the Act, the committee is to consist of:

the office-bearers of the association; and

up to seven (7) ordinary members, each of whom is to be elected at the annual general meeting of the association under rule 14.

The office-bearers of the association are to be:

the president;

the vice-president;

the treasurer;

the secretary; and

the public officer.

If an office-bearer is elected to two offices then an additional ordinary member may be elected or co-opted to bring the total committee membership to twelve (12).

Each member of the committee is, subject to these rules, to hold office until the conclusion of the annual general meeting following the date of the member’s election, but is eligible for re-election.

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 is to hold office, subject to these rules, until the conclusion of the annual general meeting next following the date of the appointment.

14. Election of Members

Nominations of candidates for election as office-bearers of the association or as ordinary members of the committee:

must be made in writing, signed by 2 members of the association and accompanied by the written consent of the candidate (which may be endorsed on the form of the nomination); and

must be delivered to the secretary of the association at least 7 days before the date fixed for the holding of the annual general meeting at which the election is to take place.

If insufficient nominations are to recieved to fill all vacancies on the committee, any vacant positions remaining on the committee may at the discretion of the committee as a whole, be filled by co-option.

If the number of nominations received is equal to the number of vacancies to be filled, the persons nominated are taken to be elected.

If the number of nominations received exceeds the number of vacancies to be filled, a ballot is to be held.

The ballot for the election of office-bearers and ordinary members of the committee is to be conducted at the annual general meeting in such usual and proper manner as the committee may direct.

15. Secretary

The secretary of the association must, as soon as practicable after being appointed as secretary, lodge notice with the association of his or her address.

It is the duty of the secretary to keep minutes of:

all appointments of office-bearers and members of the committee;

the names of the members of the committee present at a committee meeting or a general meeting; and

all proceedings at committee meetings and general meetings.

Minutes of proceedings at the meeting must be signed by the chairperson of the meeting or by the chairperson of the next succeeding meeting.

16. Treasurer

It is the duty of the treasurer of the association to ensure:

that all money due to the association is collected and received and that all payments authorised by the association are made; and

that correct books and accounts are kept showing the financial affairs of the association, including full details of all receipts and expenditure connected with the activities of the association.

17. Casual Vacancies

For the purpose of these rules, a casual vacancy in the office of a member of the committee occurs if the member:

dies; or

ceases to be a member of the association; or

becomes an insolvent under administration within the meaning of the Corporations Law; or

resigns office by notice in writing given to the secretary; or

becomes a mentally incapacitated person; or

is absent without prior consent of the committee meetings from three (3) consecutive committee meetings.

18. Removal of Member

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.

If a member of the committee to whom a proposed resolution referred to in clause (1) 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, if the representations 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.

19. Meetings and Quorum

The committee must meet at least 3 times in each period of 12 months at such place and time as the committee may determine.

Additional meetings of the committee may be convened by committee decision.

Oral or written notice of a meeting of the committee must be given by the secretary to each member of the committee at least 48 hours before the time appointed for the holding of the meeting.

The quorum for meetings of the management committee shall be one (1) more than half the number of committee members.

At a meeting of the committee:

the president or, in the president’s absence, the vice-president is to preside; or

if the president and the vice-president are absent or unwilling to act, such one of the remaining members of the committee as may chosen by the members present at the meeting is to preside.

20. Voting and Decisions

Questions arising at a meeting of the committee are to be determined by a majority of the votes of members of the committee present at the meeting.

Each member present at a meeting of the committee (including the person presiding at the meeting) is entitled to one vote but, in the event of an equality of votes on any question, the person presiding may exercise a second or casting vote.

Part 1V – General Meetings

21.A) Annual General Meetings

With the exception of the first annual general meeting of the association, the association must, at least once in each calendar year and within the period of 6 months after the expiration of each financial year of the association, convene an annual general meeting of its members.

The association must hold its first annual general meeting:

within the period of 18 months after its incorporation under the Act; and

within the period of 6 months after the expiration of the first financial year of the association.

 

Clauses 1 and 2 have effect subject to any extension or permission granted by the Commissioner under section 26(3) of the Act.

The annual general meeting of the assocaiton is to be convened on such date and at such place and time as the committee thinks fit.

In addition to any other business which may be transacted at an annual general meeting, the business of an annual general meeting is to include the following:

to confirm the minutes of the last preceding annual general meeting and of any special general meeting held since that meeting;

to receive from the committee reports on the activities of the association during the last preceding financial year;

to elect office-bearers of the association and ordinary members of the committe;

to receive and consider the statement which is required to be submitted to members under section 26(6) of the Act

An annual general meeting must be specified as such in the notice convening it.

B) Special General Meetings

A special general meeting shall be called by the secretary within 28 days of receipt of a directive by the management committee or a written request of at least 50% of the membership, specifying the business to be conducted at the meeting.

22. Notice

Except if the nature of the business proposed to be dealt with at a general meeting requires a special resolution of the association, the secretary must, at least 14 days before the date fixed for the holding of the general meeting, cause to be sent by pre-paid post to each member at the member’s address appearing in the register of members, a notice specifying the place, date and time of the meeting and the nature of the business proposed to be transacted at the meetings

If the nature of the business proposed to be dealt with at a general meeting requires a special resolution of the association, the secretary must, at least 21 days before the date fixed for the holding of the general meeting, cause notice to be sent to each member in the manner provided in clause (1) specifying, in addition the matter required under clause (1), the intention to propose the resolution as a special resolution.

No business other than that specified in the notice convening a general meeting is to be transacted at the meeting except in the case of an annual general meeting, the business which may be transacted under rule 21(5).

A member desiring to bring any business before a general meeting may give notice in writing of that business to the secretary who must include that business in the next notice calling a general meeting after receipt of the notice from the member.

23. Procedure

No item of business is to be transacted at a general meeting unless a quorum of members entitled under these rules to vote is present during the time the meeting is considering that item.

Ten (10) members present in person (being members entitled under these rules to vote at a general meeting) constitute a quorum for the transaction of the business of a general meeting.

24. Presiding Member

The president or, in the president’s absence, the vice-president, is to preside as chairperson at each general meeting of the association.

If the president and the vice-president are absent from a meeting or unwilling to act, the members present at the meeting shall elect one of their members as chairperson.

25. Making Decisions

A question arising at a general meeting of the association is to be determined on a show of hands and, unless before or on the declaration of the show of hands a poll is demanded, a declaration by the chairperson that a resolution has, on a show of hands, been carried or carried unanimously or carried by a particular majority or lost, or an entry to that effect in the minute book of the association, is evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against that resolution.

At a general meeting of the assoication, a poll may be demanded by the chairperson or by at least 3 members present in person or by proxy at the meeting.

26. Special Resolution

A resolution of the association is a special resolution:

If it is passed by a majority which comprises at least three-quarters of such members of the association as, being entitled under these rules so to do, vote in person or by proxy at a general meeting of which at least 21 days’ written notice specifying the intention to propose the resolution as a special resolution was given in accordance with these rules.

27. Voting

On any question arising at a general meeting of the association a member has one vote only.

All votes must be given personally or by proxy but no member may hold more than 5 proxies.

In the case of an equality of votes on a question at a general meeting, the chairperson of the meeting is entitled to exercise a second or casting vote.

A member or proxy is not entitled to vote at any general meeting of the association unless all money (including the annual subscription) due and payable by the member or proxy to the association has been paid.

28. Appointment of Proxies

Each member is to be entitled to appoint another member as proxy by notice given to the secretary no later than 24 hours before the time of the meeting in respect of which the proxy is appointed.

The notice appointing the proxy is to be in the form set out in appendix 1 to these rules.

Part 5 – Miscellaneous

29. Insurance

The association must effect and maintain insurance under section 44 of the act.

In addition to the insurance required under clause (1), the association may effect and maintain other insurance.

30. Funds – Source

The funds of the association are to be derived from entrance fees and annual subscriptions of members, donations and, subject to any resolution passed by the association in general meeting, such other sources as the committee determines.

All money received by the associaiton must be deposited as soon as practicable and without deduction to the credit of the associations bank account.

The association must, as soon as practicable after receiving any money, issue an appropriate receipt.

31. Funds – Management

Subject to any resolution passed by the association in general meeting, the funds of the association are to be used in pursuance of the objects of the association in such manner as the committee determines.

All cheques, drafts, bills of exchange, promissory notes and other negotiable instruments must be signed by any 2 of the president, treasurer and secretary.

32. Alteration of Objects and Rules

The statement of objects and these rules may be altered, rescinded or added to only by a special resolution of the association.

33. Common Seal

The common seal of the association must be kept in the custody of the public officer.

The common seal must not be affixed to any instrument except by the authority of the committee and the affixing of the common seal must be attested by the signatures either of 2 members of the committee or of 1 member of the committee and the public officer or secretary.

34. Custody of Books

Except as otherwise provided by these rules, the public officer must keep in his or her custody or under his or her control all records, book and other documents relating to the association.

35. Inspection of Books

The records, books and other documents of the association must be open to inspection, free of charge, by a member of the association at any reasonable hour.

36. Winding Up Clause

In the event of the organisation winding up, any monies, assets or capital property held by the organisation will be donated to a similar organisation with similar aims and objectives.