SHORT STATURED PEOPLE OF AUSTRALIA INC.
CONSTITUTION
The name of the Association
1. The name of the
Association is the SHORT STATURED PEOPLE OF AUSTRALIA (hereinafter
called “the SSPA”).
The objects for which the SSPA is
established
2. The objects for which the
SSPA is established are:-
(1) The relief of
suffering and distress by providing finance for medical and educational
assistance and work training opportunities for people of
short stature.
(2) The promotion of the
physical, mental and social well being of people of short stature.
(3) The creation and
promotion of equal opportunities in education, employment and the
community for people of short stature.
(4) The encouragement of
medical, scientific and social research into the problems of people
of short stature and their origin, with particular
emphasis on
research into human physical growth and its causes.
(5) The collection and
dissemination of information relating to people of short stature to
all sectors of the community in order to promote a full
understanding of
their problems, their abilities and their need for equality of
opportunity.
(6) To seek the granting
of educational and vocational scholarships from Government
Authorities and to promote the granting of such
scholarships both
by the SSPA and any other organisations or persons prepared to do
so.
(7) The fostering of
social contacts amongst people of short stature and their families and
friends.
Rules of the SSPA - Definition of
'Person of Short Stature'
3. Rules of the SSPA -
Definition of ‘Person of Short Stature’
(a) In these rules the
expression “Person of Short Stature” shall mean a person affected by any form of
dwarfism no matter what the cause and midgets and any other person
who in the opinion
of the medical panel is a person of short stature.
(b) In these rules unless
the contrary intention appears ‘General Meeting’ means a general meeting of
members convened in accordance with rules 11, 12, 13, 14.
(c) “Ordinary Councillor”
means a member of the council to whom paragraph (1) of sub rule (a) of
rule (5) relates.
(d) In these rules,
expressions referring to writing shall, unless contrary intention appears, be
construed to include references to printing, lithography,
photography and any
other modes of representing or reproducing work in a visible form.
Interpretation
4. Interpretation
(1) The provisions of the
Interpretation Act, 1897, apply to and in respect of these rules in the same
manner as those provisions would so apply if these rules were
an instrument under
the Act.
(2) ‘The Act’ means the
Association Incorporation Act 1984.
Membership
5. Membership
(1) Any interested person
including any corporation or association having a duly adopted
constitution is eligible to apply for membership of the SSPA.
The following
classes of membership to exist:
(a) Ordinary
Members who shall consist of Short Statured People aged 18 years and over.
(b) Parent/Guardian
Members to mean one or either parent or guardian of a short statured
person under 18 years of age (including the short statured person(s).)
(c) Family
Membership to mean both parents or guardians of a short statured person under
the age of 18 years (including the short statured person(s) and
siblings under
18 years of age).
(d) Associate
Members - Associate Member is any interested natural person who does not come
under any of the previous categories above
(e) Life Member -
Any of the members defined above who has been a member of the SSPA for a
continuous period of 15 years and who has been nominated
and approved
by a 3/4 majority of members entitled to vote at A.G.M.
(f) Corporate
Members - Corporations or Associations having a duly accepted constitution.
(2) After adoption of this
constitution applications for membership shall be made by or on behalf of the
applicant to the Public Officer of the SSPA and the
application shall be
signed by the applicant and accompanied by One (1) years membership fee.
(3) Hereafter, a person or
other applicant shall become of member of the SSPA upon acceptance of his or
her application by the Council. The applicant’s name shall
be entered in a
register of members to be kept by the Public Officer.
(4) If the Council shall
reject an application for membership or shall fail to accept the name within one
month of the Council meeting next following
lodgment of the
application with the Public Officer the applicant shall be entitled to have
application placed before the next Annual Meeting for
consideration and may
attend and move a motion as to whether such application shall be accepted.
It shall not be necessary for such a motion to be seconded and
it may be accepted by
ordinary resolution.
Resignation
6. Resignation
(a) A member of the SSPA
may, at any time, resign from the SSPA by delivering or sending by post to
the Public Officer a written notice of resignation.
(b) Upon receipt of a
notice under sub rule (1) of this rule the Public Officer shall remove the name of
the member by whom the notice was given from the
register of members,
whereupon that member ceases to be member of the SSPA.
(c) A right, privilege, or
obligation of a person by virtue of his membership of the SSPA -
(i) is not capable of
being transferred or transmitted to another person and
(ii) terminates upon
the cessation of membership, whether by death, resignation or
otherwise.
Members Liability
7. Members Liability
The liability of a member
of the SSPA to contribute towards the payment of the debts and liabilities of the SSPA or the costs, charges and expenses of the winding up
of the SSPA is limited to
the amount, if any, unpaid by the member in respect of Membership of the SSPA.
As required in Rule 11.
Resolution of Internal Disputes
8. Resolution of Internal
Disputes
(1) Disputes between
members (in their capacity as members) of the association, and disputes between
members and the association, are to be referred to a community
justice centre for mediation in accordance with the Community
Justice Centres Act 1983.
(2) At least 7 days before
a mediation session is to commence, the parties are to exchange statements of the
issues that are in dispute between them and supply copies to the
mediator.
Discipline
of Members
9. Discipline of Members
(1) Where the Council is
of the opinion that a member of the SSPA
(a) has persistently
refused or neglected to comply with a provision or provisions of
these rules: or
(b) has persistently
and wilfully acted in a manner prejudicial to the interests of the SSPA, the
Council may, by resolution -
(i) expel the
member from the SSPA; or
(ii) suspend
the member from membership of the SSPA for a specified period.
(2) A resolution of the
council under clause (1) is of no effect unless the council, at a meeting held
not earlier than 14 days and not later than 28 days after
service on the
member of a notice under clause (3), confirms the resolution in accordance with this
rule.
(3) Where the council
passes a resolution under clause (1), the secretary shall, as soon as practicable,
cause a notice in writing to be served on the member -
(a) setting out the resolution of the council and the grounds on which it is based;
(b) stating that the
member may address the council at a meeting to be held no earlier than
14 days and not later than 28 days after the service of the
notice;
(c) stating the
date, place and time of the meeting, and
(d) informing the
member that the member may do either or both of the following:-
(i)
attend and speak at that meeting:
(ii)
submit to the council at or prior to the date of that meeting
written representations relating to the resolution.
(4) At a meeting of the
council held as referred to in clause (3), the council shall -
(a) give to the
member an opportunity to make oral representations,
(b) give due
consideration to any written representations submitted to the committee by the
member at or prior to the meeting; and
(c) by resolution
determine whether to confirm or to revoke the resolution.
(5) Where the council
confirms a resolution under clause (4) the secretary shall, within 7 days after
that confirmation, by notice in writing inform the member
of the fact and of the
member’s right of appeal under rule 10.
(6) A resolution confirmed
by the council under clause (4) does not take effect -
(a) until the
expiration of the period within which the member is entitled to appeal against the
resolution where the member does not exercise the
right of appeal
within that period; or
(b) where within that
period the member exercises the right of appeal, unless and until the SSPA confirms the resolution pursuant to rule 9(4).
Right
of Appeal of Disciplined Member
10. Right of Appeal of
Disciplined Member
(1) A member may appeal
to the SSPA in general meeting against a resolution of the council which
is confirmed under rule 9(4), within 7 days after notice
of the resolution is
served on the member, by lodging with the secretary a notice to that effect.
(2) Upon receipt of a
notice from a member under clause (1), the secretary shall notify the council
which shall convene a general meeting of the SSPA to be held
within 21 days after
the date on which the secretary received the notice.
(3) At a general meeting
of the SSPA convened under clause (2) -
(a) no business other
than the question of the appeal shall be transacted;
(b) the council and
the member shall be given the opportunity to state their respective cases
orally or in writing, or both; and
(c) the members
present shall vote by secret ballot on the question of whether the resolution
should be confirmed or revoked.
(4) If at the general
meeting the SSPA passes a special resolution in favour of the confirmation of the
resolution, the resolution is confirmed.
Register of Members
11. Register of Members
(1) The public officer
of the SSPA shall establish and maintain a register of members of the SSPA specifying the name and address of each person who
is a member of the
SSPA together with the date on which the person became a member.
(2) The register of
members shall be kept at the principal place of administration of the SSPA and
shall be open for inspection, free of charge, by any member
of the SSPA at any
reasonable hour.
Fees, Subscriptions etc.
12. Fees, Subscriptions
etc.
(1) A member of the SSPA
shall pay to the SSPA an annual membership fee as determined by the
council and approved at the Annual General Meeting.
(a) Before the 1st
July in each calendar year; or
(b) where the
member becomes a member on or after the 1st July in any calendar year
- upon becoming a member and before 1st July in each
succeeding
calendar year.
Financial
Year
13. Financial Year
The financial year of
the SSPA shall be the twelve months ended 31st July.
The Council
14.
The Council
Office Bearers and Councillors
(1) The affairs of the SSPA shall be administered by a Council, consisting
of office bearers and councillors. The office bearers shall be :-
President
Vice President
. Secretary
Treasurer
and such other officers as the SSPA by ordinary resolution
at a general meeting shall determine.
There shall be a minimum of six ordinary Councillors.
(2) The President shall be a ‘Person of Short Stature’. Should there not
be a Person of Short Stature able and willing to accept nomination or the
members cannot
agree on the appointment of a Person of Short Stature as President, the
council
shall be empowered to fill the position until such time as a nomination for
a Person
of Short Stature is received. On receipt of such nomination
a Special General
Meeting shall be called at which the nomination shall be put to the
members present.
(3) The first Council following adoption of these rules shall be :-
President Orsola Pannucio
Vice President F Kelly
Chairman M Paton
Secretary J Davidson
Treasurer R Henderson
Councillors J Johnson
D Marsh
S Pinnell
L Prowd
G Cook
F McCurdy
(4) Term of Office
The Council shall retire at the Annual General Meeting in
each year but shall hold office until the election of a new Council. All
members of the Council
shall be eligible for re-election.
(5) The Council shall be elected individually by ordinary resolution.
Nominations for election to the Council shall be made at the meeting at
which the election
is to take place, save in the case of persons not present at
such meeting where written acceptance of nominations must be lodged with the
Public Officer of
the SSPA prior to the commencement of the meeting and each
nomination must be seconded.
(6) Unless otherwise determined by the Council the Secretary shall be the
Public Officer of the SSPA.
Proceedings of the Council
15.
Proceedings of the Council
(1) Meetings
(a) The Council shall meet at least once every four (4)
months.
(b) A Quorum for meetings of Council shall be six members
including at least two office bearers.
If a quorum is not present within one hour of the time for
commencement of the meeting, the meeting will be adjourned to
such other time and
place as the Council may determine.
(c) The President shall be Chairperson of all meetings of
the Council and in his/her absence the Vice President shall act as
Chairperson, and
if neither the President or Vice President shall be
present at any meeting of council, those present shall choose
one of their number to be
Chairperson of the meeting.
(d) Voting
Each member of the Council shall have one vote and
in the case of an equality of votes, the President shall have the
casting vote.
(e) Proxies
A member may attend not more than two Council
meetings in any one calendar year by proxy. Attendance at all other
Council meetings must
be personal. The appointment of a proxy shall be in
writing signed by the member appointing the proxy and must indicate
the meeting or
meetings for which it is to have effect.
Before a proxy is entitled to represent a member he
or she must produce the written instrument of proxy to the
Chairperson of the
meeting at which the proxy proposed to attend. An
instrument of proxy need not be in any particular form and may
contain directions
as to the manner in which the proxy is to vote on
any particular matter if the appointee so desires. A person
appointed as a proxy
must be a member of the SSPA. A proxy shall be
entitled to speak and vote and otherwise act at the relevant Council
meeting in all respects
as if he or she were a Councillor personally
present.
(f) Subject to these rules the council shall make such
regulations for the conduct of its meetings as it shall see fit.
Vacation
of Office
16. Vacation of Office
The office of a member of the Council (including an office bearer) shall be
vacated:-
(a) If by notice in writing addressed to the SSPA he/she resigns his/her
office.
(b) If he/she absents himself/herself from three consecutive meetings
without special leave of absence from the Council.
(c) If he/she dies.
(d) If he/she becomes bankrupt or applies to take advantage of any law
relating to bankruptcy or insolvent debtors or compounds with his/her
creditors.
(e) If he/she becomes of unsound mind.
(f) If he/she ceases to be a member of the SSPA.
(g) If he/she fails to pay all arrears of subscription due to him/her
within fourteen days after he/she has received a notice in writing signed by the
Public Officer stating
that he/she has ceased to be a financial member of the SSPA.
Powers and Duties of the Council
17.
Powers and Duties of the Council
The Powers and Duties of the Council are:
(1) To disseminate all such information to members of the SSPA as the
Council considers is in the interests of the members and consistent
with the
objectives of the SSPA and which by means of circulars,
periodicals, meetings or otherwise as the council see
fit.
(2) Annual report and Accounts
To present to members at each Annual Meeting a report
consisting of a summary of the Council’s activities during the preceding
year, and a duly
audited financial statement setting our truly and fairly
the state of the SSPA’s financial affairs at a date not earlier than two
months prior to the
meeting and to recommend the amount at which the annual
membershipfees should be set for the next ensuing year.
(3) Minutes
To keep full and accurate minutes of all of its proceedings
and of General meetings of members.
(4) Pursuit of SSPA Objectives
To do all such other things as in the opinion of the
Council are reasonably conducive to the attainment of the objectives of the SSPA
and which are not
required to be done by the SSPA in General meeting
provided that the Council shall not without the prior approval of a special
resolution of a
General meeting of members in that regard borrow any funds
on behalf of the SSPA or in any way obtain credit on behalf of the SSPA.
(5) State branches of the SSPA shall be formed where it is considered that
they be in the best interest of the members, at a time when
such action is deemed
appropriate.
The office bearers of the State branch shall be elected
annually by members resident in that State.
(6) Convention
The Council will ensure that at least once in every
calendar year a convention of members is arranged for a period to be
determined by Council
and as far as possible the venue shall be at a different
location each year.
Vacancies
18. Vacancies
(1) The Council
shall be entitled to appoint a member of the SSPA to fill any casual
vacancy in its numbers and any person or persons so chosen shall
retain
office only until the next following Annual General Meeting and shall then
be eligible for re-election. The continuing members of Council
may act
notwithstanding any vacancy in their body but so that if the number
falls below the quorum for their meetings they may act for the
purpose of
increasing the numbers of members of Council to the quorum or of
summoning a General Meeting but for no other purpose.
Members other than natural persons shall be entitled to
attend General meeting by authorised representatives appointed in
writing by the governing
body of the organisation represented but they are not
entitled to vote.
Sub Committees
19. Sub Committees
(1) The Council may, by instrument in writing, delegate to
one or more sub-committees (consisting of such member or members of
the SSPA
as the council thinks fit) the exercise of such of the
functions of the council as are specified in the instrument, other than
-
(a) this power of delegation; and
(b) a function which is a duty imposed on the
council by the Act or by any other law.
(2) A function the exercise of which has been delegated to a
sub-committee under this rule may, while the delegation remains
unrevoked, be
exercised from time to time by the sub-committee in
accordance with the terms of the delegation.
(3) A delegation under this section may be made subject to
such conditions or limitations as to the exercise of any function the
subject thereof, or
as to time of circumstances, as may be specified in
the instrument of delegation.
(4) Notwithstanding any delegation under this rule, the
council may continue to exercise any function delegated.
(5) Any act or thing done or suffered by a sub-committee
acting in the exercise of a delegation under this rule has the same force
and effect as it would
have if it had been done or suffered by the council.
(6) The council may, by instrument in writing, revoke
wholly or in part any delegation under this rule.
(7) A
sub-committee may meet and adjourn as it thinks proper.
Annual Meeting
20. Annual Meeting
An annual meeting
of members shall be held once at least in every calendar year within three months
of the end of the financial year, and at such time and place
as the Council
determines from time to time.
Ordinary Meetings
21. Ordinary Meetings
(1) All
meetings of members of the SSPA other than the Annual
General Meeting shall be called “Ordinary Meetings”.
(2) The
Council may, whenever it thinks fit and must upon a requisition by not
less than twenty (20) members, proceed to convene an ordinary
meeting in the manner required by these rules.
Notice
22. Notice
(1)
Fourteen days notice at least of all meetings of members specifying the
place, day and hour of meeting and in the case of special business
the
general nature thereof shall be given to all financial members by post or
otherwise as prescribed in these rules provided that with the consent
of 50%
of all members present entitled to attend and vote thereat, any
particular General Meeting may be called upon such notice as those
members agree.
(2) The
accidental omission to give notice of any meeting to or the non-receipt of
any such notice by any members shall not invalidate any of the business
of
such meetings.
Proceedings of Meetings - Business
23. Proceedings of
Meetings - Business
The business of an
Annual Meeting will be to receive and consider the Council’s report and
financial statement, to elect the Council in place of the retiring Council,
to set the annual
membership fees for the next ensuing year and to appoint an auditor (who shall
not be a member or closely related to a member of Council).
All other business
transacted at an Annual Meeting and all business transacted at an Ordinary
meeting shall be deemed “Special Business”.
Quorum
24. Quorum
Twenty two (22)
members shall be a quorum for a General Meeting. No business shall be transacted
at any General Meeting unless and until the requisite quorum
is present.
Chairperson of Ordinary Meetings
25. Chairperson of
Ordinary Meetings
(1) The
President shall be entitled to take the chair at every General Meeting. If the President is not present within ten
minutes after the time appointed for
holding the meeting or being
present is unwilling to act, the members of the Council present shall choose such person as they think fit from among their
number to be
Chairperson of the meeting.
(2) If a quorum is not present within one hour of the time
appointed for a General Meeting, the meeting is deemed to be
dissolved.
Voting
26. Voting
Every motion or resolution submitted to a General Meeting shall be decided
on a
show of hands in the first instance and in the case of an equality of votes
the
Chairperson of the meeting shall be entitled to a second or casting vote.
Poll
27.
Poll
(1)
Any five (5) members present at a meeting are entitled to demand a poll on any question before the meeting and upon the making of a proper
demand
a poll shall be held immediately in such manner as the Chairperson of
the meeting
directs and the result of that poll shall be deemed to be a resolution of
the meeting.
The Chairperson shall have the right to determine any question arising as to
the admission
or rejection of any vote upon a show of hands or
upon a poll.
(2) The Chairperson of a meeting may with the consent of the
meeting adjourn the same from time to time and from place to
place.
Votes of Members
28. Votes of Members
Upon any question arising at a general meeting of the SSPA voting rights are
as
under:-
Ordinary Members shall have one voteote
Parent/Guardian Members, having a person of
short stature, shall have one vote
Family Membership, having a person of short
stature, shall have two votes
Associate Membership shall have one vote
Life Member shall have one vote
Corporate Member shall not be entitled to vote
Minutes
29. Minutes
Inspection
The books
containing the minutes of meetings or proceedings of both the Council and the members and
the financial statements of the SSPA shall be given for the
inspection of any
member upon the giving of seven days notice in writing to the Public Officer of
the desire of the member to inspect such books. All such minutes
shall be signed by
the Chairperson of the meeting to which they relate or by the Chairperson of the
next succeeding meeting.
Notices
30.
Notices
Service by Post
(1) A notice may be served by the Council upon any member of the
SSPA either personally or by leaving it at or sending it
through the post in a
prepaid letter envelope addressed to such member at
his address as registered in the books of the SSPA.
(2) Any notice to be served by post upon a member whose registered
place of address is not in the Commonwealth of Australia
shall be sent by
airmail.
Financial
31.
Financial
Income and Property of the SSPA
(1) The income and property of the SSPA, however derived, shall be
applied solely towards the promotion of the object and purpose of the SSPA.
True accounts shall be kept
(a) of all sums of money received and expended
by the SSPA and the matter in respect of which the receipt or
expenditure takes place; and
(b) of the property, credits and liabilities of
the SSPA.
(2) The Treasurer of the SSPA shall faithfully keep all general
records, accounting books, and records of receipts and
expenditure connected
with the operations and business of the SSPA in
such form and manner as the council may direct.
(3) The accounts, books and records referred to in sub rules 1 and
2 of this rule shall be kept at the SSPA’s office or at such
other place as the
Council may decide.
Banking
32. Banking
(1) The
Treasurer of the SSPA shall, on berhalf of the SSPA, receive all
moneys paid to the SSPA and forthwith after receipt thereof issue
official receipts therefor.
(2) The
Council shall cause to be opened with such bank as the council
selects a banking account in the name of the SSPA into which all moneys
received shall be paid by the Treasurer as soon as possible after receipt
thereof.
(3) Except with the authority of the council no payment of a sum exceeding two dollars shall be made from the
funds of the SSPA
otherwise than by cheque drawn of the SSPA’s bank
account, but the Council may provide the Treasurer with a sum
to meet urgent
expenditure, subject to the observance of such
conditions in relation to the use and expenditure thereof as the council
may impose.
(4) No cheques shall be drawn on the SSPA’s bank account except
for thepayment of expenditure that has been authorised
by the Council.
(5) All cheques, drafts, bills of exchange, promissory notes and
other negotiable documents shall be signed by the
Treasurer or in his/her
absence by such other member or members of the
council as the council may nominate for that purpose, and shall
be countersigned by
by another council member authorised by the
council.
(6) All accounts payable by the SSPA shall be presented to and
passed for payment at a Council meeting and full details of
such approvals shall be
entered in the minutes of such meeting.
Auditor
33.
Auditor
(1) At each annual general meeting of the SSPA the members present
shall appoint a person who is not a member of the SSPA
or the Public
Officer of the SSPA as Auditor of the SSPA.
(2) A person so appointed shall hold office until the
Annual General meeting next after that at which he is appointed, and is
eligible for re-appointment.
(3) The first Auditor of the SSPA may be appointed by
the council before the first annual general meeting and if so appointed
shall hold office until the
first annual general meeting unless previously
removed by a resolution of members at an ordinary general meeting in which case the
members at
that meeting may appoint an auditor to act until
the first annual general meeting.
(4) If an
appointment is not made at an annual general meeting the Council shall
appoint an Auditor of the SSPA for the then current financial year
of
the SSPA.
(5) If a
casual vacancy occurs in the office of auditor during the course of a
financial year of the SSPA the committee may appoint a person as the
auditor and the person so appointed shall hold office until the next succeeding annual general meeting.
Audit of Accounts
34. Audit of Accounts
(1) Once at least in each financial year of the SSPA,
the accounts of the SSPA shall be examined by the auditor.
(2) The auditor shall certify as to the correctness of
the accounts of the SSPA and shall report thereon to the members
present at the annual
general meeting.
(3) In his report and in certifying the accounts the
auditor shall state:-
(a) Whether he has obtained the information
required by him.
(b) whether, in his opinion, the accounts are
properly drawn up so as to exhibit a true and correct view of the financial
position of the
SSPA according to the information at his
disposal and the explanations given to him and as shown by
the books of the SSPA;
and
(c) whether the rules relating to the
administration of the funds of the SSPA have been observed.
(4) The Public Officer of the SSPA shall cause to be
delivered to the auditor a list of all the accounts, books and records of the SSPA
Medical Panel
35. Medical Panel
National Medical and Scientific Advisory Board
A panel of doctors are to be invited to be advisers to the SSPA
and to be known as the National Medical and Scientific Advisory Board.
The initial members of the Board are:
Dr. David Danks
Dr. John Rogers
Dr. David Sillence
Dr. John Sheffield
Vacancies on the
Advisory Board are to be filled by Council upon the recommendation of
the remaining members of the Advisory Board.
The Advisory Board
are to report to the SSPA from time to time on progress being made towards
the understanding of the problems of all forms of dwarfism.
Winding Up
36. Winding Up
Donations of Surplus Funds
If at any time it is decided by special resolution of the
members that the SSPA shall be terminated, the Council shall forthwith convert all
assets of the SSPA
into cash and after paying its debts shall donate the balance
to such public hospital or university or bone dysplasia clinic situated
within the Commonwealth
&n