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AESA CONSTITUTION

STATEMENT OF INTENT

Name: The name of the Association shall be the "Association of Eisteddfod Societies of Australia" and herein shall be referred to as the Association.

OBJECTIVES

To meet at nominated locations twice per year for exchange of ideas, and for a better understanding of the place in the community of each individual Eisteddfod.
To provide a forum for discussion on all matters that may be of interest in overall management and presentation of an Eisteddfod in any particular area.
To acknowledge the absolute autonomy of each separate Society, and not to impose any restrictions, rules or recommendations that would in anyway affect that autonomy.
To provide a social arena at which members with mutual interests may meet and exchange thoughts and ideas.
With the limits of the above clauses to do all things, necessary for the advancement of the Eisteddfodau of Australia, to acknowledge the dignity of each member group, and as far as possible by mutual understanding and discussion promote the worth and place in the community of each Eisteddfod.
To provide a united front for matters of grave concern to the well-being of Eisteddfodau, and represent the views of the members as established at its meetings.
The Association is neither formed nor conducted for the purpose of trading or securing a profit to the members of any grade. The income of the Association, however derived shall be applied solely to promotion of its objectives.
Member Societies to be Eisteddfodau and similar organisations.

MEETINGS

At each meeting a decision shall be made as to the location of the next meeting. The host member Society will provide a minute secretary for such meeting and the Association President or their nominee will chair the meeting.
Meetings should be held on a Saturday and/or Sunday. The host member should provide for a light luncheon in a suitable location.
Meetings should be as informal as possible, under the control of the Chairperson. Members may be granted extra time if there is a disclosed need for further consultation on any matters.
To meet any incidental costs each Society will contribute such amount determined by the meeting from time to time, to a petty cash fund administered by the Treasurer. The financial year to end on the 31st of December each year.
There shall be elected a President, Vice-President, Secretary, Treasurer and Public Officer, who may hold office until the following Annual Elections and be eligible for re-election.
The Secretary shall draw up an agenda for each meeting from items submitted by member groups and distribute same fourteen days prior to the meeting. Minutes from each meeting to be distributed within 30 days after the meeting.
Each Society should nominate one voting member to each meeting who shall have the power to vote on matters raised at the meeting, however any member of the Member Societies may attend all meetings and enter freely into all matters that require discussion.
The Annual General Meeting to be held at the March meeting each year.

WINDING UP

The Association may be dissolved by the majority vote at an extra-ordinary meeting convened on the requisition of three-quarters of the member Societies at the time of the meeting.
If upon the winding up of the Association there shall remain, after the satisfaction of all its debts and liabilities any assets whatsoever, the same shall not be paid or distributed among any individual person, member or otherwise, but shall be equally divided among the Societies who are members at the time of the meeting.

ASSOCIATION OF EISTEDDFOD SOCIETIES

CONSTITUTION

The name of the incorporated association is The Association of Eisteddfod Societies of Australia Inc. (in these rules called "the Association")

INTERPRETATION

In these rules, unless the contrary intention appears"- "Committee" means the Committee of Management of the Association. "Financial year" means the year ending December 31st. "General Meeting" means a general meeting of member Societies convened in accordance with Rule 12. "Member" means a member society of the Association. "Ordinary Member of the Committee" means a member of the Committee who is not an officer of the Association under Rule 22. "The Act" means the Associations Incorporation Act 1981. (of Victoria.) "The Regulations" means regulations under the Act.
In these Rules, a reference to the secretary of an Association is a reference"- where a person holds office under theses rules as secretary of the Association - to that person; and in any other case, to the public officer of the Association.
Words of expressions contained in these rules shall be interpreted in accordance with the provisions of the interpretation of Legislation Act 1984 and the Act as in force from time to time.

MEMBERSHIP QUALIFICATIONS

Membership of the Association is open to any recognized Eisteddfod Society or other organization with the same aims to Eisteddfod societies
Membership is enacted by the secretary of the Association forwarding a written invitation to Eisteddfod Societies to join the Association together with notification of annual fee as set by the last annual general meeting.
The secretary shall upon receipt of the annual subscription enter the name of the member society on the register kept by him/her and upon the name being so entered to the society becomes a member of the Association.
A right, privilege or obligation of a member society by reason of its membership of the Association:-
1. is not capable of being transferred to another society
2. Terminates upon the cessation of the society's membership whether by resignation or otherwise.

ANNUAL SUBSCRIPTIONS

The annual subscription, an amount determined at the annual general meeting is payable within 28 days of the date of the annual meeting. There shall be no entrance fee.

The secretary shall keep and maintain a register of member societies in which shall be entered the full name, address and date of entry of each member society and the register shall be available for inspection by members at the address of the Public Officer.

RESIGNATION AND EXPULSION OF MEMBER

A member of the Association who has paid all moneys due and payable by them to the Association may resign from the Association by first giving one months notice in writing to the secretary of their intention to resign and upon the expiration of the period of notice, the member society shall cease to be a member.
Upon the expiration of a notice given under sub-clause (1), the secretary shall make in the register of members an entry recording the date on which the member by whom the notice was given, ceased to be a member.

In the event of any member society being considered, as having acted in a manner that may be detrimental to the work of the Association, the secretary shall write to such member society setting out: -
1. the complaint
2. requesting the resignation of such society if the complaint is justified.
3. Requesting an explanation from such society if the complaint is considered not justified.
4. Requesting a reply in either case within 6 weeks of the date on letter.
On receipt of such letter of explanation the secretary shall forward a copy of same to all member societies requesting a reply within 6 weeks indicating whether or not they accept such explanation.
On receipt of replies the secretary shall write to the member society concerned and inform them of the Association decision.
If the decision is in the negative the secretary shall make an entry in the register recording the date on which the member society concerned ceased to be a member of the Association.

DISPUTES AND MEDIATION

The grievance procedure set out in this rule applies to disputes under these rules between-
1. a member and another member, or
2. a member and the Association.
The parties to the dispute must meet and discuss the matter in dispute, and if possible, resolve the dispute within 14 days after the dispute comes to the attention of all of the parties.
If the parties are unable to resolve the dispute at the meeting, or if a party fails to attend that meeting, then the parties must, within 10 days, hold a meeting in the presence of a mediator.
The mediator must be-
1. a person chosen by agreement between the parties: or
2. in the absence of agreement-
  1. in the case of a dispute between a member and another member, a person appointed by the committee of the Association; or
  2. in the case of a dispute between a member and the Association, a person who is a mediator appointed or employed by the Dispute Settlement Centre of Victoria (Department of Justice).
3. A member of the Association can be a mediator.
4. The mediator cannot be a member who is a party to the dispute.
5. The parties to the dispute, must in good faith, attempt to settle the dispute by mediation.
6. The mediator, in conducting the mediation, must-
  1. Give the parties to the mediation process every opportunity to be heard: and
  2. Allow due consideration by all parties of any written statement submitted by any party: and
  3. Ensure that natural justice is accorded to the parties to the dispute throughout the mediation process
7. The mediator must not determine the dispute.
8. If the mediation process does not result in the dispute being resolved, the parties may seek to resolve the dispute in accordance with the Act otherwise at law.

STATE CHAPTERS

Where members agree it is desirable to form a "State Chapter: Three members in that State being in agreement may form a "State Chapter" of the Association.
While State requirements cause a group to incorporate, the rules of the State Chapter must not be at variance with those of the Association.
State Chapters will advise the Association of their activities at general meetings.

ANNUAL GENERAL MEETING

10.

The Association shall in each calendar year convene an annual general meeting of its members.
The annual general meeting may transact special business of which notice is given in accordance with these rules.
The annual general meeting shall be in addition to any other general meetings that may be held in the same year.
The ordinary business of the annual general meeting shall be:
1. to confirm the minutes of the last preceding annual meeting and of any general meeting held since that meeting
2. to receive from the Committee reports upon the transactions of the Association during the last preceding financial year;
3. to elect officers of the Association
4. to receive and consider the statement submitted by the Association in accordance with the section 30(3) of the Act.
The annual general meeting may transact special business of which notice is given in accordance with these rules.
The annual general meeting shall be in addition to any other general meetings the may be held in the same year.

SPECIAL GENERAL MEETING

11.

All general meetings other than the annual general meeting shall be called special general meetings.

12.

The Committee may, whenever it thinks fit convene a special general meeting of the Association and, where, but for this sub-clause, more than 15 months would elapse between annual general meetings, shall convene a special general meeting before the expiration of the period.
The Committee shall, on the requisition in writing of members representing not less than 5% of the total number of members, convene a special general meeting of the Association.
The requisition for a special general meeting shall state the objects of the meeting and shall be signed by the members making the requisition and be sent to the address of the Secretary and may consist of several documents in like form, each signed by one or more of the members making the requisition.
If the Committee does not cause a special general meeting to be held within one month after the date on which the requisition is sent to the address of the Secretary, the members making the requisition, or any of them, may convene a special general meeting to be held not later than 3 months after that date.
A special general meeting convened by members in pursuance of these rules shall be convened in the same manner as nearly as possible as that in which those meetings are convened by the Committee and all reasonable expenses incurred in convening the meeting shall be refunded by the Association to the persons incurring the expenses.

NOTICE OF MEETINGS

13.

The Secretary of the Association shall, at least 14 days before the date fixed for holding a general meeting of the Association, cause to be sent to each member society of the Association at the address appearing in the register of members, a notice by pre-paid post stating the place, date and time of the meeting and the nature of the business to be transacted at the meeting.
No business other that that set out in the notice convening shall be transacted at the meeting.
A member society desiring to bring any business before a meeting may give notice of that business in writing to the secretary, who shall include that business in the notice calling the next general meeting after the receipt of the notice.

PROCEEDINGS AT MEETINGS

14.

All business that is transacted at a special general meeting and all business that is transacted at the annual general meeting with the exception of that specially referred to in these rules as being the ordinary business of the annual general meeting shall be deemed to be special business.
No item of business shall be transacted at the general meeting unless a quorum of members entitled under these rules to vote is present during the time when the meeting is considering that item.
Five (5) member societies personally present (being members entitled under these rules to vote at a general meeting) constitute a quorum for the transaction for the business of a general meeting.
If within half and hour after the appointed time for the commencement of a general meeting, a quorum is not present the meeting shall be dissolved and may continue as an informal meeting.

15.

The host society for each meeting shall provide a minute secretary. The chairperson being the President of the association or their nominee.

16.

The Chairperson of a general meeting at which a quorum is present may, with the consent of the meeting, adjourn the meeting from time to time and place to place, but no business shall be transacted at an adjourned meeting other than the business left unfinished at the meeting at which the adjournment took place.
Where a meeting is adjourned for 14 days or more, a like notice of the adjourned meeting shall be given as in the case of the general meeting.
Except as provided in sub-clauses (1) and (2), it is not necessary to give notice of an adjournment or of the business to be transacted at an adjourned meeting.

17.

A question arising at a general meeting of the Association shall be determined on the show of hands and unless before or on the declaration of the show of hands a poll is demanded, declaration by the Chairperson that a resolution has, on a show of hands, been carried unanimously or carried by a particular majority or lost, and 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.

18.

Upon any question arising at a general meeting of the Association, a member society has one vote only.
All votes shall be given personally or by proxy.
In the case of equality of voting on a question, the Chairperson of the meeting is entitled to exercise a second or casting vote.

19.

If at a meeting a poll on any question is demanded by not less than three member societies, it shall be taken at that meeting in such a manner as the Chairperson may direct and the resolution of the poll shall be deemed to be a resolution of the meeting on the question.
A poll that is demanded on the election of a Chairperson or on the question of adjournment shall be taken forthwith and a poll that is demanded on any other question shall be taken at such time before the close of the meeting as the Chairperson may direct.

20.

A member society is not entitled to vote at any general meeting unless all moneys due and payable to the Association have been paid, other than the amount of the annual subscription payable in respect of the current financial year.

21.

Each member society shall be entitled to appoint another member society as their proxy by notice given to the secretary no latter than 24 hours before the time of the meeting in respect of which the proxy is appointed.
The notice appointing the proxy shall be in the form set our in Appendix 2. (Model Rules)

COMMITTEE OF MANAGEMENT

22.

All member societies constitute the Committee of management and the affairs of the Association shall be conducted by the member societies present at each meeting and where applicable by proxy of members unable to attend meetings.

23.

The officers of the Association shall be: -
1. President
2. Vice-President
3. Secretary
4. Treasurer
5. Public Officer
The provisions of Rule 24 so far as they are applicable and with the necessary modifications, apply to and in relation to the election of persons to any of the offices mentioned in sub-clause (1).
Each officer of the Association shall hold office until the annual general meeting next after the date of his/her election but is eligible for re-election.
In the event of a casual vacancy in any office referred to in sub-clause (1) the Committee may appoint one of its members to the vacant office and the member so appointed may continue in office up to and including the conclusion of the annual general meeting next following the date of his/her appointment.
All Committee to be presently a member of a member society during the year of their holding office.

24.

Subject to section 23 of the Act, the Committee shall consist of: -
1. the officers of the Association; and
2. all member societies present at each meeting.

ELECTION OF OFFICERS AND VACANCIES

25.

Nominations of candidates for election as officers of the Association shall be taken at the annual general meeting.
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.
If the number of nominations exceeds the number of vacancies to be filled, a ballot shall be held.
The ballot for the election of officers shall be conducted at the annual general meeting in such usual and proper manner as the committee may direct

26.

For the purpose of these rules, the office of an officer of the Association becomes vacant if the officer:-

ceases to be a member of the Association;
becomes insolvent under administration within the meaning of the Companies (Victoria) Code; or
resigns his office by notice in writing given to the secretary.

PROCEEDINGS OF COMMITTEE

27.

The committee shall meet at least 2 times in each year at such place and such times as the Committee may determine.
The President or any 4 of the member societies of the Committee may convene special meetings of the Committee.
Notice shall be given to members of the Committee of any special meeting specifying the general nature of the business to be transacted and no other business shall be transacted at such a meeting.
Any five- (5) member societies of the Committee constitute a quorum for the transaction of the business of a meeting of the Committee.
No business shall be transacted 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 shall lapse but may continue as an informal discussion.
At meetings of the Committee: - The host society will provide a minute secretary and the Association President, or their nominee will chair the meeting.
Questions arising at a meeting of the Committee or of any sub-committee appointed by the Committee shall be determined on a show of hands or, if demanded by a member, by a poll taken in such manner as the person presiding at the meeting may determine.
Each member society present at a meeting of the Committee or of any sub-committee appointed by the Committee (including the person presiding at the meeting) is entitled to one vote and, in the event of equality of votes on any question, the person presiding may exercise a second or casting vote.
Written notice of each committee meeting shall be served on each member society of the Committee by delivering it by prepaid post at least 14 days before the meeting.

SECRETARY

28.

The secretary of the Association shall keep minutes of the resolutions and proceedings of each general meeting and each committee meeting in books provided for that purpose, together with a record of the names of persons present at committee meetings.

TREASURER

29.

The treasurer of the Association: -
1. shall collect and receive all moneys due to the Association; and
2. shall keep correct accounts and books showing the financial affairs of the Association with full details of all receipts and expenditure connected with activities of the Association.
3. The accounts and books referred to in sub-clause (1) shall be available for inspection by members.

FUNDS

30.

Two designated officers of the Association shall sign all cheques, drafts, bills of exchange, promissory notes, and other negotiable instruments. The funds of the Association shall be derived from annual subscriptions, donations and such other sources as the Committee determines.

SEAL

31.

The Common Seal of the Association shall be kept in the custody of the secretary.
The Common Seal shall not be fixed to any instrument except by the authority of the Committee and the affixing of the Common Seal shall be attested by the signatures either of two members of the Committee or of one member of the Committee and of the Public Officer of the Association.

ALTERATION OF RULES AND STATEMENT OF PURPOSES

32.

These rules and the statement of purposes of the Association shall not be altered except in accordance with the Act.

NOTICES

33.

A notice may be served by or on behalf of the Association upon any member society either personally or by sending it by post to the member society address shown in the Register of Members.
Where a document is properly addressed pre-paid and posted to a person as a letter, the document shall, unless the contrary is proved, be deemed to have been given to the person at the time at which the letter would have been delivered in the ordinary course of post.

WINDING UP

34.

The Association may be dissolved by the majority vote at an extra-ordinary meeting convened on the requisition of three-quarters of the member societies at the time of the meeting.
If upon the winding up of the Association there shall remain, after the satisfaction of all its debts and liabilities any assets whatsoever, the same shall not be paid or distributes among any individual person, member or otherwise, but shall be equally divided among the societies who are members at the time of the meeting.

CUSTODY OF RECORDS

35.

Except as otherwise provided in the Rules, the secretary shall keep in his/her custody or under his/her control all books, documents and securities of the Association.