Constitution and By-Laws

Gavel

PART 1 - NAME, DEFINITIONS AND OBJECTIVES
SECTION 1 – NAME OF THE CHAPTER


New South Wales Association of Fire Investigators Incorporated (NSWAFI) (hereinafter referred to as The Chapter)


SECTION 2 – DEFINITIONS


In this Constitution:
President means the person holding office under this Constitution as President of The Chapter.
Ordinary Committee Member means a member of The Committee under this Constitution who is not an office-bearer of The Chapter.
Senior Vice-President means the person holding office under this Constitution as Senior Vice- President of The Chapter.
Junior Vice-President means the person holding office under this Constitution as Junior Vice-President of The Chapter.
Secretary means the person holding office under this Constitution as Secretary of The Chapter, or if no such person holds that office – The Public Officer of The Chapter.
Treasurer means the person holding office under this Constitution as Treasurer of The Chapter.
Public Officer means the person holding office under this Constitution as Public Officer of The Chapter.
The Committee means the collective elected Office Bearer(s) and Ordinary Committee Member(s), duly elected as Committee members.
A Member means a person who has been approved as such by The Committee, as a member of The Chapter.
The Chapter shall refer to and mean The NSW Association of Fire Investigators.
The Association shall refer to and mean The International Association of Arson Investigators (IAAI).
Special General Meeting means a Special General Meeting of The Chapter, other than an Annual General Meeting.
The Act means The Associations Incorporations Act 2009 and updates thereafter .
The Regulation means The Associations Incorporation Regulations 2010 and
updates thereafter .
NSWAFI means The New South Wales Association of Fire Investigators Inc.


1. In this Constitution:
a) A reference to a function includes a reference to a power, authority, and duty; and
b) A reference to the exercise of a function includes, if the function is a duty, reference to the performance of the duty.
2. The provisions of The Interpretations Act 1987 and updates thereafter apply to and, in respect of, this Constitution in the same manner as those provisions would so apply if this Constitution were an instrument made under The Act.


SECTION 3 – OBJECTIVES AND PURPOSES OF THE CHAPTER


The objectives and purposes of The Chapter are:
1. To unite for mutual professional benefit, those public officials and private individuals engaged in, or whom have a professional concern with, fire investigation, the control of fire, arson and other related crimes.
2. To provide for the professional exchange of technical information and developments in fire investigation.
3. To encourage co-operation between public service agencies and private enterprises and associations, to further the investigation of fire causes, and the administration, suppression and prevention of arson and non-criminal fire incidents in NSW.
4. To encourage high professional standards of conduct amongst fire and arson investigators and to continually strive to eliminate all factors which may inhibit or interfere with the effective investigation of fire causes and the administration of crime suppression.
5. To foster and promote greater professional competence in fire investigation techniques and the recognition of the need to reduce the incidence of the crime of arson.
It is hereby acknowledged and declared that The Chapter is a non-trading association that does not seek pecuniary gain for its members.


PART 2 - MEMBERSHIP
SECTION 4 – GENERAL MEMBERSHIP OF THE CHAPTER


1. A person is eligible to be a member of The Chapter if:
a. The person is a natural person, and
b. The person is a public official or private individual engaged in, or whom has a professional concern with, fire investigation, the control of fire, arson and other related crimes;
c. The person has been nominated and approved for membership of The Chapter in accordance with Subsection 3.
2. A person is taken to be a member of The Chapter if:
a. With reference to Section 5 of this Constitution, the person is an individual whose application for registration as a member of The Chapter, has been submitted to, received by and approved by The Committee of The Chapter; and/or
b. With reference to Section 6 of this Constitution, the person is an individual whom has successfully renewed their membership of The Chapter for the current calendar year; and
c. With reference to Section 5, 3. (b), or Section 6 – 1. (c) of this Constitution, the person is a full financially paid member of The Chapter for the current calendar year; and
d. With reference to Section 8, 1. (a), of this Constitution, the person has not become deceased; or
e. With reference to Section 8, 1. (b), of this Constitution, the person is not a person whom has resigned their existing membership of The Chapter; or
f. With reference to Section 8, 1. (c), of this Constitution, the person is not a person whom has, at any time, had their membership terminated from The Chapter; or
g. With reference to Section 8, 2. of this Constitution, the person is not a person who’s membership has been censured or terminated from The Chapter at any time; or
h. With reference to Section 8, 3. of this Constitution, the person is not a person who’s membership has been censured or terminated from The Chapter at any time.


SECTION 5 - NOMINATION FOR MEMBERSHIP OF THE CHAPTER


1. A nomination for a person for membership of The Chapter:
a) Must be made by the nominating person in writing in the form on The Chapter’s NSWAFI Website, and
b) Must be lodged with The Secretary of The Chapter.
2. As soon as practicable after receiving a nomination for membership, The Secretary must refer the nomination to The Committee which is to determine whether to approve or reject the nomination.
3. As soon as practicable after the committee makes that determination, the Secretary must:
a) Notify the nominee, in writing, that The Committee approved or rejected the nomination (whichever is applicable), and
b) If The Committee approved the nomination, request the nominee to pay (within the period of 28 days after receipt by the nominee of the notification) the sum payable under this Constitution by a member, the requisite annual, bi-annual or tri-annual subscription.
4. The Secretary must, on payment by the nominee of the amount referred to in Subsection 3(b) within the period referred to in that provision, enter or cause to be entered the nominee’s name into the register of members, and on the name being so entered, the nominees become a member of The Chapter.


SECTION 6 – RENEWAL OF MEMBERSHIP OF THE CHAPTER


1. A renewal of membership to continue as a member of The Chapter:
a) Must be made by the member of The Chapter on the NSWAFI website,
b) Must not be in contravention of Section 8, 1.(c), Section 8, 2 or Section 8, 3 of this Constitution,
c) Must be lodged with The Secretary of The Chapter, and
d) The annual, bi-annual or tri-annual subscription must be paid by the due Membership Renewal date.


SECTION 7 - HONORARY LIFE MEMBERSHIP OF THE CHAPTER


1. Honorary Life Membership in The Association qualifies the individual for Honorary Life Membership in The Chapter, subject to the approval of The Committee of The Chapter .
2. The Committee of The Chapter may, at its discretion, grant Honorary Life Membership of The Chapter to any member for exceptional services rendered.
SECTION 8 - CESSATION OF MEMBERSHIP OF THE CHAPTER
1. A person ceases to be a member of The Chapter if the person:
a) Becomes a deceased person , or
b) Resigns membership, or
c) Is expelled from The Chapter, or
d) Fails to pay and is in arrears of the annual, bi-annual or tri-annual membership fee under Section 13(1) within three (3) months after the fee is due, and/or
e) Being in breach of any other obligation or duty to The Chapter arising from any inconsistency or conflict with the objectives and purposes of The Chapter, and/or
f) Has had their membership of The Chapter terminated due to disciplinary reasons, and/or
g) Fails to comply with any articles of The Code of Ethics of The Chapter .
2. The Committee may censure any member or may terminate the membership of any member in the event that such member has falsely completed any application for membership within The Chapter.
3. The Committee may censure any member or may terminate the membership of any member if they have made any misrepresentation of The Chapter and / or The Association, or such member has conducted himself/herself in such manner as to be prejudicial to the good name or best interests of The Chapter.
4. In cases to which this Section applies, The Committee shall provide such member with an opportunity to appear before and to be heard by The Committee, but without the benefit of legal representation. The vote of a majority of those present in a duly constituted Committee meeting of the Chapter shall be sufficient to affect censure of a member or to terminate membership for any reason specified in this Section.


SECTION 9 – THE CHAPTER MEMBERSHIP ENTITLEMENTS NOT TRANSFERRABLE


1. A right, privilege or obligation which a person has by reason of being a member of The Chapter:
a) Is not capable of being transferred or transmitted to another person, and
b) Terminates on cessation of the person’s membership.


SECTION 10 - RESIGNATION OF MEMBERSHIP FROM THE CHAPTER


1. A member of The Chapter may resign from membership of The Chapter by first
giving to The Secretary written notice of at least four (4) weeks . of the member’s intention to resign, and upon the four week expiration of the actual submission date of that written notice, the member ceases to be a member.
2. If a member of The Chapter ceases to be a member under Subsection (1), 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.


SECTION 11 – REINSTATEMENT OF MEMBERSHIP TO THE CHAPTER


1. Excluding circumstances relative to Section 8, 1. (c), Section 8, 2. and Section 8, 3. of this Constitution, any former member may be reinstated into The Chapter at the discretion, and by the consent of a majority, of The Committee and shall be liable to pay the full annual, bi-annual or tri-annual membership fee, as per Section 13, 2. of this Constitution.


SECTION 12 – THE CHAPTER REGISTER OF MEMBERS


1. The Public Officer of The Chapter must establish and maintain a Register of Members of The Chapter, specifying the name, postal and residential address of each person who is a member of The Chapter, together with the date on which the person became a member.
2. The Register of Members must be kept at The Chapter’s official address.
3. Any member may, for a justifiable cause, at a reasonable time and free of charge, inspect the Register of Members.
Note
Under section 59 of The Act, access to the personal information of a person recorded in the Register of members may be restricted in certain circumstances. Section 58 of The Act, provides that it is an offence to make improper use of information about a person obtained from the Register of Members.


SECTION 13 - FEES AND SUBSCRIPTIONS TO THE CHAPTER


1. Each member of The Chapter must, on admission to membership, pay to The Chapter the subscribed annual, bi-annual or tri-annual membership fee of an amount as determined by The Committee. The membership fee shall be due on the anniversary day of their joining The Chapter . Failure to pay the membership fee within three months of it falling due (as per Section 8, 1.(d)), shall result in the cessation of membership of the member.
2. Any person who is approved to be reinstated as a member of The Chapter, shall be liable to pay the full annual, bi-annual or tri-annual membership fee.


SECTION 14 – THE CHAPTER MEMBER LIABILITIES


1. The liability of a member of The Chapter to contribute towards the payment of the debts and liabilities of The Chapter or the costs, charges and expenses of the winding up of The Chapter, is limited to the amount, if any, unpaid by the member in respect of a minimum of one annual membership fee of The Chapter, as required by Section 13.


SECTION 15 – THE CHAPTER RESOLUTION OF DISPUTES


1. Upon completion of each Annual General Meeting, The Committee of The Chapter will appoint a three person Disputes Resolution Sub-Committee, made up of Members of The Committee whom have had a minimum of five (5) years continual membership of The Chapter. This Sub-Committee term will be for the period from one Annual General Meeting to the completion of the next Annual General Meeting.
2. The Disputes Resolution Committee shall adjudicate any and all disputes between members of The Chapter, and between a member/members and The Chapter. The Disputes Resolution Sub-Committee can recommend sanctions and/or termination of membership.
3. A dispute between financial member(s) of The Chapter, or a dispute between a member(s) and The Chapter, are to be dealt with by the Disputes Resolution Sub-Committee initially and, if no satisfactory resolution is reached, the matter shall be referred to a Community Justice Centre for mediation under The Community Justice Centres Act 1983.
4. If a dispute is not resolved by mediation within 3 months of the referral to a Community Justice Centre, the dispute is to be referred to Arbitration.
5. The Commercial Arbitration Act 1984 applies to any such dispute referred to arbitration.


SECTION 16 - DISCIPLINING MEMBERS OF THE CHAPTER


1. Any complaint(s) may be made to The Chapter Disputes Resolution Sub-Committee by any person that is a member of The Chapter about any other member(s) of The Chapter, where the accused:
a) Has allegedly refused or neglected to comply with a provision or provisions of The Constitution, or
b) Has allegedly willfully acted in a manner prejudicial to the best interests of The Chapter.
2. The Disputes Resolution Sub-Committee may refuse to deal with any submitted complaint(s), if the Disputes Resolution Sub-Committee determines any such complaint(s) to be trivial or vexatious in nature.
3. If The Disputes Resolution Sub-Committee decides to deal with any submitted complaint(s), The Disputes Resolution Sub-Committee :
a) Must cause notice of the complaint(s) to be served on the accused member(s) concerned, and
b) Must give the accused member(s) at least fourteen (14) days from the time the notice is served within which to make submissions to The Disputes Resolution Sub-Committee in connection with the complaint(s), and
c) Must take into consideration any submissions made by the member(s) in connection with the complaint(s).
4. On recommendation of the Disputes Resolution Sub-Committee, The Committee may, by resolution, censure, suspend or expel the accused member(s) from membership of The Chapter if, after considering the complaint(s) and any submission made in connection with such complaint(s), The Committee is satisfied, on the balance of probably, that the facts alleged in the complaint(s) have been proved and the censure, suspension or expulsion is warranted in the circumstances.
5. If The Committee censures, suspends or expels a member(s), The Secretary must, within seven (7) days after the decision is taken, cause written notice to be given to the member(s) of the decision , of the reasons given by The Committee for having taken such decision and of the member’s right of appeal under Section 17 of this Constitution.
6. The censure, suspension or expulsion does not take effect:
a) Until the expiration of the period within which the member is entitled to appeal against the resolution concerned, or
b) If within that period the member exercises the right of appeal, unless and until The Chapter confirms the resolution under Section 15, whichever is the latter.


SECTION 17 – CHAPTER MEMBER’S RIGHT OF APPEAL IN RELATION TO DISCIPLINE


1. A member may appeal to The Committee of The Chapter, by way of written correspondence to The Secretary within seven (7) days, against a decision of The Committee under Section 16, and such a submission is then to be presented before an established Special General Meeting of The Committee.
2. The notice may, but need not, be accompanied by a statement of the grounds on which the member intends to rely for the purpose of the appeal.
3. On receipt of a notice from a member under Subsection 1, The Secretary must notify The Committee of The Chapter, which is to convene a Special General Meeting of The Chapter, to be held within 28 days after the date on which The Secretary received such notice.
4. At the Special General Meeting of The Chapter convened under Subsection 3:
a) No business other than the question of the appeal is to be transacted, and
b) The Committee and the member must be given the opportunity to state their respective cases orally or in writing, or both, and
c) The members present are to vote by secret ballot on the question of whether the resolution of being censured, suspended or expelled should be confirmed or revoked.
5. The appeal is to be determined by a simple majority of votes cast by members of The Committee of The Chapter.


SECTION 18 – CHAPTER MEMBER PROFESSIONAL CONDUCT


1. All members of The Chapter shall comply with the published Code of Ethics of The Association, which shall set out the conduct expected of members. The Code of Ethics shall be The Code of Ethics established by The Association and displayed on The Association website (www.firearson.com) If amended, the most current version of The Code of Ethics of The Association applies.

PART 3 - ELECTION, TERMS AND OFFICES
SECTION 19 – ELIGIBILITY OF OFFICE OF THE CHAPTER


For a Member to be eligible to hold office, a Member:
a) Must have been a financial member of The Chapter for at least two (2) consecutive years.
b) Must be a current financial member of The Association.


SECTION 20 - POWERS OF THE COMMITTEE OF THE CHAPTER


1. Subject to The Act, The Regulation, this Constitution and to any resolution passed by The Chapter in any Special General Meeting or Annual Meeting, The Committee:
a) Is to control and manage the affairs of The Chapter, and
b) May exercise all such functions as may be exercised by The Chapter, other than those functions that are required by this Constitution to be exercised by a Special General Meeting of members of The Chapter, and
c) 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 affairs of The Chapter.


SECTION 21 - COMPOSITION AND MEMBERSHIP OF THE COMMITTEE OF THE CHAPTER


1. The Committee is to consist of:
a) The Office-Bearers of The Chapter, and
b) At least three (3) ordinary committee members, each of whom is to be elected at The Annual General Meeting of The Chapter under Section 22.
2. The total number of The Committee members is to be no more than fourteen (14), consisting of six (6) Office Bearers and eight (8) Ordinary Committee Members .
3. The office-bearers of The Chapter are as follows:
a) The President
b) The Senior Vice-President
c) The Junior Vice-President
d) The Treasurer
e) The Secretary
f) The IAAI Liaison
4. Each member of The Committee is, subject to this Constitution, to hold office until the conclusion of The Annual General Meeting following the date of the member’s election, at which time each committee member is eligible for re-election.
5. If for any reason, a member of The Committee needs or desires to resign or step down, they must provide 28 days notice and submit such in writing addressed to each The President and The Secretary, for the attention of The Committee of the Chapter.


SECTION 22 – THE COMMITTEE OF THE CHAPTER


1. The Committee of The Chapter shall consist of The Officers Bearers and up to eight (8) additional eligible committee members as ordinary members.
2. The IAAI Liaison Officer shall be an Office Bearer of The Committee of The Chapter .
3. The Committee of The Chapter shall:
a) Have full power to initiate and transact all kinds of business (including the borrowing of money) necessary for the existence and proper functioning of The Chapter and the attainment of its objectives and purposes as defined within Section 3 of this Constitution.
b) Determine the date and location of The Annual General Meeting.
c) Outline the program of activities for the said Annual General Meeting.
d) Have general powers to direct and control the affairs of The Chapter, including the appointment of appropriate committees where none are elected for the conduct of the activities of The Chapter.
e) Elect three (3) members of The Committee to form a Disputes Resolution Sub-Committee, as per Section 15, 1. of this Constitution.
f) Elect three (3) members, one of which shall be the President, to form the Alan Easy Award Sub-Committee.


SECTION 23 – THE CHAPTER TERMS OF OFFICE


1. The elected members of The Committee shall be elected for a term of one (1) year, or until the election and qualification of their respective successors, as elected under Section 24.


SECTION 24 - ELECTION OF THE COMMITTEE MEMBERS OF THE CHAPTER


1. The Office Bearers and Ordinary Committee Members of The Chapter shall be elected at The Annual General Meeting each year.


SECTION 25 – VACANCIES

1. In the event of a vacancy or vacancies in the office of President, Senior Vice- Present, Junior Vice President, Secretary, Treasurer or IAAI Liaison Officer, between Annual General Meetings, the vacancy or vacancies shall be filled by The Committee of The Chapter and the newly appointed Officer or Officers shall hold office only until the next Annual General Meeting.
2. In the event of a vacancy or vacancies on The Committee, being other than for an Office Bearer, between Annual General Meetings, with reference to Section 26, 3. and Section 34, 1. of this Constitution, the vacancy or vacancies will be taken to be casual vacancies and, may l be filled by a financial member or members, by nomination(s) made by The President and approved by The Committee, with such newly appointed financial member(s) holding office until the next Annual General Meeting.


SECTION 26 – NOMINATIONS FOR THE COMMITTEE AND OFFICE BEARERS OF THE CHAPTER


1. Nomination of candidates for election as Office Bearers or as Ordinary Committee Members of The Chapter, shall be in writing and submitted to The Secretary of The Chapter not less than fourteen (14) days prior to The Annual General Meeting.
2. If insufficient nominations are received to fill all vacancies of The Committee, the candidates nominated are taken to be elected and further nominations are to be received at The Annual General Meeting.
3. If insufficient further nominations are received at The Annual General Meeting, subject to Section 25, 2. and Section 34, 1. of this Constitution, any vacant position(s) remaining on The Committee are taken to be casual vacancies.
4. If the number of nominations received is equal to the number of vacancies to be filled, each person nominated is taken to be elected.
5. If the number of nominations received exceeds the number of vacancies to be filled, a ballot is to be held at the Annual General Meeting.
6. Nominations may be accepted from the floor. If the nominee is present and consents to nomination, and if the majority of those financial members are present at The Annual General Meeting and entitled to vote so decide.
7. The ballot for the election of Office Bearers and Ordinary Committee Members of The Committee, is to be conducted at The Annual General Meeting in such usual and proper manner as The Committee may direct.
8. A person nominated as a candidate for election as an Office Bearer or as an Ordinary Committee Member of The Chapter, must be a current financial member of The Chapter and must have been an active financial member of The Chapter for at least two (2) years.
9. A person nominated as a candidate for election as an Office Bearer or as an Ordinary Committee Member of The Chapter must be a member of The Association .


PART 4 – GOVERNANCE
SECTION 27 - GOVERNANCE OF THE CHAPTER


The Governance of The Chapter shall be vested in The Committee of The Chapter and five (5) delegated members of The Committee shall constitute a quorum.


SECTION 28 - THE PRESIDENT OF THE CHAPTER


The President of The Chapter shall:
a) Be The Chief Executive Officer (CEO) of The Chapter .
b) Supervise and co-ordinate the activities of The Chapter.
c) Preside at the meetings of The Committee of The Chapter .
d) Require reports from The Committee of The Chapter and each elected Sub-Committee, at each Annual General Meeting and as otherwise required.


SECTION 29 - THE CHAPTER SENIOR VICE-PRESIDENT


The Chapter Senior Vice-President shall:
In the absence of The President, The Senior Vice President, shall be the Chief Executive Officer and shall act as such.


SECTION 30 - THE CHAPTER JUNIOR VICE-PRESIDENT


The Chapter Junior Vice-President shall:
In the absence of The President and Senior Vice President, The Junior Vice-President shall be The Chief Executive Officer and shall act as such. 


SECTION 31 – THE CHAPTER SECRETARY


1. The Chapter Secretary shall:
a) Be custodian of The Chapter Constitution and other documents of value.
b) Receive and acknowledge all communications of the Chapter addressed to The Secretary or referred by Office Bearers of The Chapter.
c) Perform such duties as may be assigned by The Chapter President.
2. It is also the duty of The Chapter Secretary to keep records of:
a) All appointments of Office Bearers and members of The Committee.
b) The names of members of committee present at each Committee Meeting and all Special General Meetings.
c) Minutes of The Chapter
d) All proceedings at Committee Meetings and Special or Annual General Meetings.
e) Ensuring all Minutes of previous meetings shall be emailed to The Committee prior to the next meeting for perusal prior to approval.
f) Minutes of each previous year’s Annual General Meeting shall be emailed to all financial members prior to each Annual General Meeting for perusal prior to approval


SECTION 32 – THE CHAPTER TREASURER


The Chapter Treasurer shall:
1. It is the duty of The Chapter Treasurer to ensure:
a) That all money due to The Chapter is collected and received and that all payments authorised by The Chapter are made. All payments must be authorised by any two (2) of three (3) signatories, designated as account signatories of The Committee.
b) That correct books and accounts are kept showing the financial affairs of The Chapter, including full details of all receipts and expenditure connected with the activities of The Chapter.
c) Be custodian of the funds and financial records of The Chapter.
d) Disburse such funds by electronic payment as are authorised by The Committee for purposes which promote the welfare and objectives of The Chapter.
e) Render by way of report, a complete summary of all income, disbursements and balances whenever requested by The Committee and to the financial Membership at each regular meeting.
f) Supply to any financial member upon request a written copy of the report referred to above in Sub-Section (1) e.
g) Provide all documentation necessary for any internal or independent audit of the finances of The Chapter as required.
h) Manage the bank account(s) of The Chapter in addition to any other account required for the financial management of The Chapter, including ensuring that at least three (3) users/signatories are maintained for access to all said accounts.


SECTION 33 - THE CHAPTER PUBLIC OFFICER


1. The Chapter Public Officer shall be elected by The Committee of The Chapter following the Annual General Meeting. The position may be held by an Office Bearer or other member of The Committee .
2. The Chapter Public Officer shall:
a) Be the official point of contact for The Chapter.
b) Be an authorised signatory of The Chapter.
c) Be responsible for the receiving of all documents for The Chapter.
d) Be responsible for establishing and maintaining all Chapter records.
e) Be a person aged 18 years or more and ordinarily reside in New South Wales.
f) Except as otherwise provided within this Constitution, with reference to Section 61, 1., keep in his or her custody or under his or her control, all records, books and other documents relating to The Chapter.
g) Establish and maintain a register of members of The Chapter, specifying the name, postal and residential address of each person who is a member of The Chapter together with the date on which the person became a member.
h) Notify the NSW Fair Trading Registry within twenty-eight (28) days of taking office of their appointment to The Chapter.
i) Lodge all relevant documentation with any and all Government Departments, or as requested by Government Departments, of The Chapter’s affairs, such as with NSW Fair Trading Registry, an Annual Statement in the approved form (annual summary of financial affairs Form A12), with payment of any prescribed fees ,within twenty-eight (28) days after The Chapter’s Annual General Meeting.
j) Notify relevant Government Departments of any and all changes to The Chapter.


SECTION 34 – CHAPTER COMMITTEE CASUAL VACANCIES


1. In the event of a casual vacancy occurring within The Committee of the Chapter, subject to Section 25, 2. and Section 26, 3. Of this Constitution, The President may nominate, and The Committee may appoint, a member of The Chapter to fill the casual vacancy. The member so appointed shall hold office until the conclusion of The Annual General Meeting next following the date of the appointment.
2. A casual vacancy in the office of a member of The Committee may also occur if the member:
a) Becomes deceased person, or
b) Ceases to be a member of The Chapter, or
c) Becomes an insolvent under administration within the meaning of The Corporations Act 2001 of the Commonwealth, or
d) Resigns office by notice in writing given to The Secretary of The Chapter, or
e) Is removed from office under Section 8 and/or Section 16 of this Constitution, or
f) Becomes a mentally incapacitated person, or
g) Is absent without the consent of The Committee from three (3) consecutive meetings of The Committee, or
h) Fails to fulfil their obligation and/or duties assigned to them on The Committee, or
i) Is convicted of an offence involving fraud or dishonesty for which the maximum penalty on conviction is imprisoned for not less than three (3) months, or
j) Is prohibited from being a director of a company under part 2D.6 (Disqualification from managing corporations) of The Corporations Act 2001 of The Commonwealth.
3. In the event of a casual vacancy occurring within The Committee of the Chapter, subject to Section 34, 2. of this Constitution, The President may nominate, and The Committee may appoint, a member of The Chapter to fill the casual vacancy. The member so appointed shall hold office until the conclusion of The Annual General Meeting next following the date of the appointment.


SECTION 35 - REMOVAL OF COMMITTEE MEMBER(S) OF THE CHAPTER


1. The Chapter, in a Special General Meeting, may by resolution, remove any member of The Committee from The Committee, before the expiration of the member’s term of office. With reference to Section 8, Section 16, Section 25, 2., Section 26, 3., Section 34 of this Constitution, The Chapter may by resolution, appoint another person to hold office until the expiration of the term of office of the member so removed.
2. If a member of The Committee to whom a proposed resolution referred to in Subsection 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 Chapter, The Secretary or The President may send a copy of the representations to each financial member of The Chapter or, if the representation 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.


SECTION 36 – CHAPTER COMMITTEE MEETINGS AND QUORUM
1. The Committee must meet at least six (6) times in each period of twelve (12) months at such place and time as The Committee may determine.
2. Additional meetings of The Committee may be convened by the President or by any member of The Committee.
3. Oral or written notice of a meeting of The Committee must be given by The Secretary to each member of The Committee at least forty-eight (48) hours before the time appointed for the holding of the meeting.
4. Notice of a meeting given under Subsection 3 must specify the general nature of the business to be transacted at the meeting and no business other than that business is to be transacted at the meeting, except business which The Committee members present at the meeting unanimously agree to treat as urgent business.
5. Five (5) members of The Committee constitute a quorum for the transaction of the business of a meeting of The Committee.
6. No business is to 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 to stand adjourned to the same place and at the same hour of the same day in the following week.
7. If at the adjourned meeting a quorum is not present within half an hour of the time appointed for the meeting, the meeting is to be dissolved.
8. At a meeting of The Committee:
a) If The President is absent or unwilling to act, in The President’s absence The Senior Vice-President is to preside, or
b) If The President and The Senior Vice-President are absent or unwilling to act, The Junior Vice President is to preside, or
c) If The President, The Senior Vice-President or The Junior Vice-President are absent or unwilling to act, one of the remaining members of The Committee, as may be chosen by the members present at the meeting, is to preside.
9. Minutes of the proceedings of each of The Chapter meetings shall be circulated to financial members and shall be confirmed at the next General Meeting.


SECTION 37 - DELEGATION BY THE CHAPTER COMMITTEE TO SUB-COMMITTEE(S)


1. The Committee may, by instrument in writing, delegate to one or more Chapter Sub- Committees (consisting of such member or members of The Chapter as The Committee deems fit), the exercise of the functions of The Committee, as are specified within the instrument, other than:
a) This power of delegation, and
b) A function which is a duty imposed on The Committee by The Act or by any other law of the State of New South Wales or the Commonwealth of Australia.
2. A function, the exercise of which has been delegated to a Sub-Committee under this Section may, while the delegation remains unrevoked, be exercised from time to time by the Sub-Committee in accordance with the terms of the delegation made by The Committee.
3. A delegation under this Section, may be made subject to such conditions or limitations as to the exercise of any function, or as to time or circumstances, as may be specified in the instrument of delegation made by The Committee.
4. Despite any delegation under this Section, The Committee may continue to exercise any such delegated function .
5. Any act or thing done, or consequence incurred by the Sub-Committee acting in the exercise of a delegation under this Section, has the same cause and effect as it would have if it had been otherwise incurred by The Committee.
6. The Committee may, by instrument in writing, revoke wholly or in part any delegation under this Section.
7. A Sub-Committee may meet and adjourn as it deems proper.


SECTION 38 – CHAPTER COMMITTEE AND SUB-COMMITTEE VOTING AND DECISIONS


1. Questions arising at a meeting of The Committee of the Chapter, or of any delegated Sub-Committee appointed by The Committee, are to be determined by a majority of the votes of members of The Committee or Sub-Committee present at the meeting.
2. Each member present at a meeting of The Committee, or of a Sub-Committee appointed by The Committee (including the person presiding over the meeting), is entitled to one vote, but in the event of an equal number of opposing cast votes on any question, the person presiding over the meeting may exercise a second, or casting vote.
3. Subject to Section 37, The Committee may act despite any vacancy on The Committee.
4. Any act or thing done, or consequence incurred or purporting to have been incurred by The Committee, or by a Sub-Committee appointed by The Committee, is valid and effectual despite any defect that may afterwards be discovered in the appointment or qualification of any member of The Committee or Sub-Committee.


PART 5 - MEETINGS
SECTION 39 – CHAPTER ANNUAL GENERAL MEETING – HOLDING OF


1. The Chapter Annual General Meeting shall be held within six (6) months after the close of The Chapter’s financial year being 30 June, at such place as may be fixed by The Committee.
2. Notice thereof shall be emailed to each financial member at the member’s last notified email address, not less than twenty-one (21 ) days in advance. Elections shall occur and other business may be presented at The Annual General Meeting.
3. Within such later time as may be allowed by The Director-General or prescribed by The Regulation.


SECTION 40 – ANNUAL GENERAL MEETINGS – CALLING OF AND BUSINESS


1. The Annual General Meeting of The Chapter is, subject to The Act and to Section 39, to be convened on such date and at such place and time as The Committee deems fit.
2. 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:
a) To confirm the Minutes of the last preceding Annual General Meeting and of any Special General Meeting held since that meeting.
b) To receive from The Committee reports on the activities of The Chapter during the last preceding financial year.
c) To receive from any delegated Chapter Sub-Committees, reports on the activities of the Sub-Committee during the last preceding financial year.
d) To elect Office-Bearers and Ordinary Committee members for The Committee of The Chapter.
e) To receive and consider any financial statements or report(s) required to be submitted to members under The Act.
3. An Annual General Meeting must be specified as such in the notice convening it.


SECTION 41 – CHAPTER SPECIAL GENERAL MEETING – CALLING OF


1. A Chapter Special General Meeting may be called by order of The Committee, whenever it deems fit or at the request in writing of ten (10) financial members, at such time and place as fixed by The Committee.
2. Notice thereof shall be given by email to each financial member at the member’s last notified email address, not less than twenty-one (21 ) days in advance.
3. A requisition of members for a Special General Meeting:
a) Must state the purpose or purposes of the meeting, and
b) Must be signed by the members making the requisition, and
c) Must be lodged with The Secretary, and
d) May consist of several documents , each signed by one or more of the members making the requisition.
4. If The Committee fails to convene a Special General Meeting to be held within one (1) month after that date on which a requisition of members for the meeting is lodged with The Secretary, any one or more of the members who made the requisition may convene a Special General Meeting to be held not later than three (3) months after that date.
5. A Special General Meeting convened by a member or members as referred to in a Subsection 4, must be convened as nearly as is practicable in the same manner as Annual General Meetings are convened by The Committee.


SECTION 42 – CHAPTER REGULAR MEETINGS


1. Regular meetings of The Chapter shall be held from time to time and on such notification as determined by The Committee.


SECTION 43 – CHAPTER MEETING QUORUMS


1. Five (5) Committee members present at any meeting of The Chapter shall constitute a quorum.


SECTION 44 – CHAPTER SPECIAL GENERAL MEETING NOTIFICATIONS


1. Except in the nature of the business proposed to be dealt with at a Special General Meeting requiring a special resolution of The Chapter, The Secretary must, at least twenty-one (21) days before the date scheduled for the holding of The Special General Meeting, give notice to each financial member specifying the place, date and time of the meeting and the nature of the business proposed to be transacted at the meeting.
2. Email notification, to the last notified email address of each financial member, shall be deemed to be sufficient notification, subject to the advance twenty-one (21) day notice in sub-section 1, above.
3. If the nature of the business proposed to be dealt with at a Special General Meeting requires a special resolution of The Chapter, The Secretary must, at least twenty-one (21) days before the date scheduled for the holding of The Special General Meeting, cause notice to be given to each member specifying, in addition to the matter required under Subsection 1, the intention to propose the resolution as a special resolution.
4. No business other than that specified in the notice convening a Special General Meeting is to be transacted at the meeting except, in the case of an Annual General Meeting, business which may be transacted under Section 40 .


SECTION 45 – CHAPTER QUORUM FOR SPECIAL GENERAL MEETINGS


1. No item of business is to be transacted at a Special General Meeting unless a quorum of members, entitled under this Constitution to vote, is present during the time the meeting is considering that item.
2. A minimum of five (5) members present (being members entitled under this Constitution to vote at a Special General Meeting), constitute a quorum for the transaction of the business of a Special General Meeting.
3. If within half an hour after the appointed time for the commencement of a Special General Meeting the quorum is not present, the meeting:
a) If convened on the requisition of members, is to be dissolved, and
b) In any other case, is to stand adjourned to the same day in the following week at the same time and (unless another place is specified at the time of the adjournment by the person presiding over the meeting, or communicated by written notice to members given before the day to which the meeting is adjourned), at the same place.
4. If at the adjourned Special General Meeting, a quorum is not present within half an hour after the time appointed for the commencement of the meeting, the financial members present being five (5), shall constitute a quorum.


SECTION 46 - USE OF TECHNOLOGY FOR CHAPTER MEETINGS


1. At the discretion of The Committee:
a) A member, not physically present at a Special General Meeting, may be permitted to participate in the meeting by the use of technology that allows that member, and the members present at the meeting, to clearly and simultaneously communicate with each other.
b) For the purposes of this Section, a member participating in a Special General Meeting, as permitted under sub-section a), is taken to be present at the meeting and, if the member votes at the meeting, is taken to have voted in person.


SECTION 47 – CHAPTER MEETING PRESIDING MEMBER


1. The President or, in The President’s absence, The Senior Vice-President, or in the Senior Vice-President’s absence, The Junior Vice-President, is to preside as chairperson at each General Meeting of The Chapter.
2. If The President, The Senior Vice-President and Junior Vice-President, are absent or unwilling to act, the members present must elect one of their numbers to preside as chairperson at the General Meeting.


SECTION 48 – CHAPTER MEETING ADJOURNMENTS


1. The chairperson of a Special General Meeting at which a quorum is present may, with the consent of the majority of members present at the meeting, adjourn the meeting from time to time and place to place, but no business is to be transacted at an adjourned meeting other than the business left unfinished at the meeting at which the adjournment took place.
2. If a Special General Meeting is adjourned for fourteen (14) days or more, The Secretary must give written or oral notice of the adjourned meeting to each member of The Chapter stating the place, date and time of the meeting and the nature of the business to be transacted at the meeting.
3. Except as provided in Subsections 1 and 2, notice of an adjournment of a Special General Meeting or of the business to be transacted at an adjourned meeting is not required to be given.


SECTION 49 – MAKING OF CHAPTER DECISIONS


1. A question arising at a Special General Meeting of The Chapter is to be determined by either:
a) A show of hands, or
b) If on the motion of the chairpersons or if 5 or more members present at the meeting decide that the question should be determined by a written ballot – a written ballot.
2. If the question is to be determined by a show of hands, a declaration by the chairperson that a resolution has, on a show of hands, been carried, carried unanimously, carried by a particular majority, lost, an entry to that effect is to be made in the Minutes for the Special General Meeting of The Chapter, is evidence of the fact, without proof of the number or proportions of the votes recorded in favour of, or against, the resolution.
3. If the question is to be determined by a written ballot, the ballot is to be conducted in accordance with the directions of the chairperson.


SECTION 50 – CHAPTER SPECIAL RESOLUTIONS


1. A special resolution may only be passed by The Chapter in accordance with Section 39 of The Act.


PART 6 - VOTING
SECTION 51 – CHAPTER VOTING PRIVILEGES


1. Voting privileges shall be restricted to financial members of The Chapter only.

SECTION 52 – CHAPTER VOTING PROCEDURES


1. Voting at all meetings, with the exception at regular meetings, by the show of hands unless three (3) persons present request a secret ballot. If a secret ballot is held, at least two (2) scrutineers shall be appointed from the floor.
2. The decision shall be by simple majority with The Presiding Officer having a casting vote in the event of a tie.
3. On any question arising at a Special General Meeting of The Chapter, a member has only one vote.
4. In the event of an equal number of opposing cast votes on a question at a Special General Meeting, the chairperson of the meeting is entitled to exercise a second or casting vote.
5. A member is not entitled to vote at any Special General Meeting of The Chapter unless:
a) All monies due and payable by the member to The Chapter have been paid, or
b) The member is an honorary member.
6. A member is not entitled to vote at any Special General Meeting of The Chapter if the member is under 18 years of age.


SECTION 53 – CHAPTER PROXY VOTES NOT PERMITTED


1. Proxy voting must not be undertaken at, or in respect of, a Special General Meeting.


SECTION 54 – CHAPTER POSTAL BALLOTS


1. The Chapter may hold a postal ballot to determine any issue or proposal other than an appeal under Section 16 or Section 17 of this Constitution.
2. A postal ballot is to be conducted in accordance with Schedule 3 to The Regulation.


PART 7 - FINANCE
SECTION 55 – CHAPTER DUES AND SUBSCRIPTIONS


1. With reference to Section 59, 2., dues and Subscriptions for Membership in The Chapter shall be for such an amount as shall be determined from time to time at an Annual General Meeting by The Committee of The Chapter.


SECTION 56 – CHAPTER AUDIT and ACCOUNTABILITY


1. The Chapter may cause for an audit to be undertaken by a qualified and
25
authorised accountant, of The Chapter’s financial accounts, at the discretion of The Committee.


SECTION 57 – CHAPTER GIFTS AND GRANTS


1. All Gifts and Grants to The Chapter may be accepted by The Committee. The Secretary shall make proper acknowledgement of all such Gifts and Grants accepted.


SECTION 58 – CHAPTER INSURANCE


1. The Chapter may affect and maintain insurance of The Chapter as The Committee deems fit.


SECTION 59 – CHAPTER FUNDS – SOURCE


1. The funds of The Chapter are to be derived from an annual subscription of members, donations and, subject to any resolution passed by The Chapter in a Special General Meeting, such other sources as The Committee determines.
2. With reference to Section 55, 1. dues for active membership in The Chapter shall be for such an amount as shall be determined from time to time at an Annual General Meeting of The Chapter by The Committee.
3. All money received on behalf of The Chapter shall be, as soon as reasonably practicable, deposited into The Chapter’s bank account or invested in such manner as The Committee shall determine.
4. The Chapter must, as soon as practicable after receiving any money, issue an appropriate receipt.


SECTION 60 – CHAPTER FUNDS – MANAGEMENT


1. Subject to any resolution passed by The Chapter in a Special General Meeting, the funds of The Chapter are to be used in pursuance of the objectives of The Chapter, in such manner as The Committee determines.
2. All payments made by electronic fund transfers must be authorised by any two of three signatories of the The Chapter bank account, being members authorised to do so by The Committee.


SECTION 61 - CUSTODY OF CHAPTER BOOKS


1. Except as otherwise provided by this Constitution, with reference to Section 33, 2. f), The Public Officer must keep in his or her custody or under his or her control all records, books and other documents relating to The Chapter.
2. The Public Officer must be copied into any correspondence, email and the like relating to any business of The Chapter.
3. The Chapter will provide an email address to the President, Senior Vice President; Junior Vice President; Treasurer; and Secretary, as well as to the Webmaster, Merchandising Officer and Education Officer. These email addresses shall:
a) Only be retained by the President, Senior Vice President; Junior Vice President; Treasurer; and Secretary, as well as to the Webmaster, Merchandising Office and Education Officer for the Member’s term in the respective office.
b) Shall not be used for any other purpose, other than to conduct business of The Chapter.
c) Shall not be used for any private correspondence.
d) Shall be relinquished within seven (7) days of the Member ceasing to hold that office.
e) Copy the Secretary into all emails, so that compliance with this Constitution is maintained.


SECTION 62 – CHAPTER FINANICAL YEAR


1. The financial year of The Chapter is:
a) The period of time commencing on the date of incorporation of The Chapter and ending on the following 30 June, and
b) Each period of 12 months after the expiration of the previous financial year of The Chapter, commencing on 1 July and ending on the following 30 June.


PART 8 PRIVACY AND PERSONAL INFORMATION
SECTION 63 – CHAPTER PRIVACY AND PERSONAL INFORMATION


1. It is the general practice of the Chapter to collect personal information directly from individual members in order to process one’s membership, along with providing notification of Chapter events such as Education Nights/Days, Annual General Meetings and other Chapter business.
2. The Chapter must comply with both The Privacy and Personal Information Protection Act 1998 ( NSW) and Privacy Act 1988 ( C’wlth), regulating, among other things, the collection, storage, quality, use and disclosure of personal information.
3. The Chapter only collects personal information of members for purposes which are directly related to The Chapter’s functions or activities under the legislation administered by NSW Fair Trading and only when it is necessary for, or directly related to, such purposes.


SECTION 64 – CHAPTER USE AND DISCLOSURE OF PERSONAL INFORMATION


1. Chapter use and Disclosure of personal information:
a) The Chapter shall only use member’s personal information for the purpose for which members have provided such information for. The Chapter shall not use member personal information for any other purpose, nor disclose such information, unless one of the following applies:
i. the individual member has consented in writing;
ii. the individual member would reasonably expect, or have been formally advised, that information of that kind is usually passed to specified particular individuals, bodies or agencies; and
iii. such information is required or authorised by law, such as by way of the execution of a State, Territory or Commonwealth legislated Warrant.


SECTION 65 – KEEPING YOUR PERSONAL INFORMATION UP TO DATE


1. The Chapter will take all reasonable steps to ensure that the personal member information collected is accurate, up to date and complete. These steps include maintaining and updating personal information when The Chapter are advised by individuals that their personal information has changed and at other times, as necessary. Members can update their own personal information via the NSWAFI website.


SECTION 66 – CHAPTER DATA SECURITY


1. The Chapter takes all reasonable steps to protect the personal information held, against loss, unauthorised access, use, modification or disclosure and any other form of access or misuse.


SECTION 67 – CHAPTER ACCESS AND AMENDMENT


1. The Privacy Act 1988 (C’wlth), allows individuals to access and/or alter records containing to their own personal information. The Freedom of Information Act 1982 (C’wlth), also sets out the process by which individuals can access, change or annotate records held by The Chapter which contain personal member information. Individuals are not entitled to other members’ personal particulars.


SECTION 68 – RISKS TO THE CHAPTER OF INTERNET USE


1. The Chapter members should note that there are security risks in transmitting information via the internet. Members should assess these potential risks when deciding whether to use The Chapter’s online services. If members do not wish to transmit information via The Chapter’s website, there are other ways in which members can provide this information to The Chapter .

PART 9 - GENERAL
SECTION 69 - CHANGE OF THE CHAPTER NAME, OBJECTIVES AND CONSTITUTION


1. An application to The Director-General for registration of a change in The Chapter’s name, objectives, or Constitution, in accordance with Section 10 of The Act, is to be made by The Chapter’s Public Officer or a specifically delegated member of The Committee .


SECTION 70 - INSPECTION OF THE CHAPTER’S BOOKS/RECORDS ETC


1. The following documents must be open to inspection, free of charge, to any financial member of The Chapter at any reasonable hour:
a) Records, Books of The Chapter within reason and not in breach of relevant laws or Part 8, Sections 63 and 64.
b) Financial Documents of The Chapter.
c) This Constitution.
d) Own Personal Information held by The Chapter and no others.
e) Minutes of all Committee Meetings and Special General Meetings of The Chapter; and
f) Any and all requests must be in writing outlining the reason for such request addressed to The President and The Committee.


SECTION 71 - RECORDS OF THE CHAPTER


1. All of The Chapter records shall be kept as required by all relevant New South Wales and Commonwealth laws.
2. With reference to Section 33, 2. f) and Section 61, 1. within this Constitution, The Public Officer shall keep all records of The Chapter for seven (7) years.
3. The Secretary of the Chapter shall, following taking the Minutes of all meetings including each Annual General Meeting, distribute those Minutes for approval and then forward them to The Chapter’s Public Officer for filing.
4. The Treasurer of the Chapter shall keep all financial records of The Chapter as per the requirements of relevant laws, this being seven (7) years.


SECTION 72 – THE CHAPTER SERVICE OF NOTICES


1. For the purpose of this Constitution, any formal notice may be served on or given to a person:
a) By delivering the notice to the person personally, or
b) By sending the notice by pre-paid post to the latest postal or residential address of the person, recorded within The Chapter records, or
c) By sending the notice by electronic transmission to an address specified by the person for giving or serving correspondence .
2. For the purpose of this Constitution, a notice is taken, unless the contrary is proved, to have been given or served:
a) In the case of a notice given or served personally, on the date on which it is received by the addressee, and
b) In the case of a notice sent by pre-paid post, on the date it would have been delivered in the ordinary course of post, and
c) In the case of a notice sent by electronic transmission, on the date it was sent


SECTION 73 – THE CHAPTER CONSTITUTION


1. The Constitution may be amended at any Annual General Meeting or Special Meeting of The Chapter by a vote of two-thirds of the financial members present, provided such proposed amendment is included with a notice of such meeting.


SECTION 74 - WINDING UP OF THE CHAPTER


1. In the event of winding up The Chapter, in accordance with the provisions under Sections 62 and 63 of The Associations Incorporation Act (2009) , any surplus property shall be disposed of in accordance with the provisions of Section 65 of The Act. After satisfaction of the debts and liabilities of The Chapter being met, along with costs, charges and expenses of the winding up of The Chapter, the surplus property (if any) of The Chapter shall, subject to any trust affecting the property or any part of it, be dealt with as per the discretion of The Committee. .
2. Distribution of any funds remaining in The Chapter accounts shall be at the discretion of The Committee and its members.