1. DEFINITIONS In reading this Constitution, unless the context or such otherwise indicates or requires: a.“Club” means the Lesmurdie Club Incorporated. b.“Club Premises” means all land, buildings and structures thereon of which the Club is the bona fide owner or occupier. c.“Committee” means the Managing Committee for the Club as duly elected in accordance with this Constitution. d.“Annual Meeting” means the Annual General Meeting. e.“Special General Meeting” means a General Meeting as defined above, called in accordance with Clause 12 b) hereunder, at which only business that has been described in the notice may be transacted. f.“Month” means a calendar month. g.“Financial Year” means from the first of July each year, until the following 30th of June. h.“The Act” means the Liquor Control Act 1988, its amendments and any other legislation that may come into force to replace or supplement this Act, and shall form part of this Constitution. i.“The By-Laws” means the codes of rules made and adopted by the Club. j.Words importing the masculine shall include the feminine and words importing the plural number includes the singular and vice versa. 2. OBJECTIVES The objectives of the Club shall be: a) To establish, maintain and conduct a Club of social, sporting, athletic and non-political character for the purpose of providing recreation for the members of the Club and their guests, upon premises of which the Club is the bona fide owner or occupier, and not for the purpose of making a profit divisible amongst the members or any of them or in support of any objectives other than accommodating and providing amenities for members and their guests. b) To promote good fellowship and unity among the members and to assist needy members and charitable institutions. c) To acquire, lease and maintain premises for the use of the Club and its members. d) To maintain a club licence under the Act. e) To borrow, raise or secure the payment of money for the purpose of the Club in such manner as the members think fit, and to redeem or pay off any such securities. f) To do all other things incidental or conducive to attainment of the above objectives. 3. INCOME AND PROPERTY a) The property and income of the association must be applied solely towards the promotion of the objects or purposes of the association and no part of that property or income may be paid or otherwise distributed, directly or indirectly to any member of the association, except in good faith in the promotion of these objects and purposes. b) The accommodation and amenities are to be provided and maintained from the joint funds of the Club and no person shall be entitled under these Rules to derive any benefit or advantage from the Club which is not shared equally by every member PROVIDED always that this shall not prevent a member (coming within the provisions of Section 69 (1)(b) of the Act) from deriving a benefit or advantage. c) No member shall be entitled to take any legal action against the Club (other than a claim of goods sold and delivered or for services rendered) and must conform to the decisions of the Committee and in case of appeal to the General Meeting to which the member appeals. 4. CLUB REGISTER An up-to-date register of members, each in their class, shall be kept on the Club premises and shall be continually available for inspection. 5. MEMBERSHIP a) Any person who desires to become a member of the Club shall sign and deliver to the Club Secretary an application on the prescribed form provided. Subject to the provisions of Rule 6 no person under the age of eighteen (18) years shall become a member of the Club. b) All applications for membership must be proposed and seconded by two financial members of the Club. Applications must contain full name, address, email address and occupation of the proposed member. c) The name and address of persons proposed as a member of the Club, other than honorary members, must be displayed in a conspicuous place in the Club premises for a period of at least seven (7) days, prior to the Committee Meeting at which their applications are to be considered. d) No person shall be entitled to exercise any of the privileges of a member unless and until that person has paid all subscriptions payable by them upon their acceptance, and if they shall not, within two (2) weeks of notification of their acceptance, make all such payments, their membership shall be null and void. e) On acceptance by the Committee of each applicant they shall on payment of their subscription, be enrolled as a member of the Club, and become entitled to the privileges and be bound by its Rules. f) The Secretary shall notify each applicant by email or in writing within seven (7) days of the Meeting at which his application is considered whether or not the application has been accepted. 6. MEMBERS The Club shall consist of the following classes of members: Ordinary Member: Any person other than a concessional who is entitled to exercise every privilege open to the Club. Country Member: Any person whose ordinary place of abode is more than fifty (50) kilometres distance from the Club premises by the shortest route, may be accepted as a Country member and shall be entitled to exercise every privilege open to the Club. Concessional Member: Concessional Members shall be members who hold a Pensioner Concession Card, issued by the Australian Government, and shall be entitled to exercise every privilege open to the Club. Junior Member: Persons between the ages of 16 and 18 years may make application to the Club as a Junior Member. Persons granted this category of membership, shall require a sporting affiliation, but shall have no voice in the management of the Club and shall not be entitled to hold any office or vote at any meeting of the Club. Any Junior Member on attaining the age of 18 years, wishing to remain a member of the Club, shall on application and upon payment of a full subscription be granted the appropriate Club membership and shall pay the full subscription applicable to such membership as determined from time to time. Life Member: The Committee shall have the power to reward any member for special services rendered to the Club by electing them a Life Member. The holder of Life Membership shall be entitled to all the privileges of a financial member and may be exempted from payment of the annual subscription. To be considered for Life Membership, a member a) must be a financial member of the Club; b) must have had continuous membership for at least ten (10) years; c) must have selflessly given of his time and carried out meritorious services for the benefit of the Club above and beyond that expected of an ordinary member; d) must not at any time have been suspended from the Club. 7. SUBSCRIPTIONS a) A non-refundable Nomination Fee, as determined by the Committee from time to time, shall be payable by all intending members with the application for membership. b) The Committee shall fix the annual subscription fee provided that concessional, country and junior members shall pay half the annual subscription fee. Annual Subscriptions shall be paid in advance and shall expire on the 30th of June each year. 8. REJECTED AND UNFINANCIAL MEMBERS a) No applicant whose application for membership of the Club has been refused shall apply again for membership of the Club before the expiration of six (6) months from the date of the meeting at which the application was refused. b) If any members shall fail or neglect: i. To pay their subscription on the due date they shall not be permitted to exercise the privileges of a member until the same shall have been paid. ii. For a period of one (1) month after the date for payment thereof to pay their subscription or any other money due by them to the Club on any other account they shall (without prejudice to the right of the Club to recover the same by law) ipso facto cease to be a member and shall not be permitted to resume their membership, or exercise the privileges of a member unless and until they are again elected as a member in the manner provided for by these rules for the admission of members provided that if they should within a reasonable time provide an explanation to the Committee which it deems satisfactory, the Committee shall have discretionary powers to re-admit them as a member of the Club on payment of all outstanding money. c) The Secretary of the Club shall remove the name of the defaulting member from the Club’s Register of Members, and also keep a list of the names of any members whose privileges have been suspended and of any members expelled from the Club together with the names of applicants refused admission to membership. 9. RESIGNATION OF MEMBERS Any member may resign his membership by one (1) month’s prior written notice to the Secretary. Upon the expiration of that period, the member (unless prior to the date he has with the agreement of the Committee withdrawn such notice) shall cease to be a member of the Club. The termination of membership for whatever reason shall not release a member from liability to discharge or make good any money owing by him to the Club at the date of termination. 10. GUESTS Members may introduce guests to the Club at any time provided that: a) A guest shall be supplied with liquor to be consumed in the Club premises only. b) Any member shall be responsible for the proper conduct of their guest/s whilst on the Club premises. c) Any person who has been refused membership of the Club or who is under suspension or explusion from the Club, shall not be admitted as a guest of any member of the Club. 11. SUPPLY OF LIQUOR a) The Club shall appoint and maintain an Approved Manager for the purposes of observing liquor licensing requirements and regulations. b) The Club shall be open for sale of liquor during such hours as the Committee shall from time to time determine as permitted under the Act. c) No liquor shall be sold or supplied to a guest for consumption elsewhere than on the Club premises unless such liquor is removed from the premises of the Club by or on instructions from the host member. d) Bar staff will not serve any alcoholic beverage to any member or guest who is obviously intoxicated or behaves in an unruly manner. e) Bar staff have the right to demand proof of age from any guest. 12. MEETINGS a) The Annual General Meeting shall be held in the month of September on a date and at a time to be fixed by the Committee for the purpose of transacting the general business of the Club. Copies of the financial statement for the period July 1 to June 30 just ended shall be made available at the Club for members to acquire as soon as practicable prior to the meeting. b) The Secretary shall, whenever required by the Committee or by a requisition made in writing by not less than ten percent, or twenty in number of the financial members of the Club whichever is greater, convene a Special Meeting. Any requisition made by members shall express the object of the meeting proposed to be called, and on the receipt thereof, the Secretary shall forthwith convene a Special Meeting. If the Secretary does not convene a Special Meeting to be held in not less than fourteen (14) days from, nor more than twenty-eight (28) days after the time of the requisition being so sent, the requisitionists or any one of them may convene such meeting. c) Members shall be given fourteen (14) days’ notice of every Special or General Meeting, specifying the time and place of the meeting, and the nature of the business to be transacted at such meeting. d) At all meetings of the Club, ten percent of the financial members or twenty financial members, whichever number is the greater, shall form a quorum. e) If, within half an hour from the time appointed for a General or Special meeting, a quorum of members is not present, the meeting shall be dissolved. f) The President of the Club, or in his absence the Vice President, shall preside at every General and Special meeting of the Club. If, with ten (10) minutes after the time appointed for the meeting, none of the persons aforesaid is present, the meeting may elect its own chairperson. g) At any General Meeting, a motion shall be decided by a show of hands. The meeting may by Resolution of a majority of those present, determine any other method of recording votes. 13. COMMITTEE a) The Committee shall consist of the President, Vice President and six (6) Committee members. No person shall be nominated or shall be a member of the Committee unless they are a financial member of the Club and have been a financial member for at least six (6) months immediately preceding the date of the closing nominations. b) The President and three (3) Committee persons shall be elected at the Annual General Meeting on the odd year and shall hold office for the ensuing twenty-four (24) months or until successors have been appoint ted in their stead, as hereinafter provided. c) The Vice-President and three (3) Committee members shall be elected at the Annual General Meeting on the even year of the Annual General Meeting. The members to retire shall be the longest in office since last elected (and any persons appointed to fill a casual vacancy). The retiring Committee members are eligible for re-election. d) The office bearers shall be elected by ballot by a general body of financial members, not under disqualification or suspension. e) Any member of the Committee failing to attend three (3) consecutive meetings shall, unless such absence is or has been excused by the Committee, cease to be a member of the Committee. f) Any vacancy occurring in the Committee shall be filled at a special meeting of the Committee called for that purpose when a member shall be elected to fill such vacancy until the next election of Committee members. g) The President shall preside at all meetings of the Committee of the Club and in the absence of the President, the Vice President. Should neither be present a Chairperson shall be elected by a majority vote of those present. The Chairperson shall have a deliberative vote only and in the event of an equality of votes the matter shall be decided in the negative. h) Employees of the Club shall not be entitled to stand for election to any Committee position. i) A person will be prohibited from sitting on the management committee of an incorporated association (without prior approval of a Commissioner for Consumer Protection) if they: * are an undischarged bankrupt or their affairs are under insolvency laws; * have been convicted of an offence in connection with the promotion, formation or management of a body corporate; * have been convicted of an offence involving fraud or dishonesty punishable on conviction by at least three months or more imprisonment; or * have been convicted of an offence under Division 3 (the duties of officers provisions) or section 127 (the duty with respect to incurring of debt) of the Act Where a person is prohibited because they have been convicted of an offence they cannot be a committee member for a period of five (5) years from their conviction, in which case they cannot be a committee member for five (5) years from their release from custody. 14. SUB-COMMITTEES a) The Committee may delegate any of their powers to sub-committees who shall report to and be responsible to the Committee PROVIDED that no act of any such sub-committees shall be binding upon the Committee or Club until ratified by the Committee. b) Sub-committees shall be formed within all internal divisions of the Club such as darts, pool, golf, etc. and office bearers in each division shall be elected within the applicable divisions. c) All divisions shall be responsible for the behavior of members of opposing teams from visiting clubs. 15. ELECTIONS The method of conducting elections shall be as follows: a) A Returning Officer and not less than two (2) scrutineers shall be appointed by the Committee for the purpose of conducting the election. b) Nominations shall open on the 1st of July each year, and the names of candidates proposed for election with mover, seconder and the nominee’s acceptance of such nomination must be received by the Returning Officer at least twenty-eight (28) days before the Annual General Meeting and these names shall be displayed on the Club notice board in the order they are received by the Returning Officer. c) Serving Committee members, the Returning Officer or appointed Scrutineers may not nominate or second a candidate. d) Ballot papers shall be available at the Club between the hours of 4pm and 8pm for two (2) days preceding the Annual General Meeting. e) Nominees’ names shall be shown on the ballot paper in the order as “drawn from a hat”. f) In the event that Country Members wish to vote in an election they must request in writing a ballot paper from the Returning Officer. These papers shall be stamped with the Club Seal and initialed by the Returning Officer and must be received by the Returning Officer by the last mail on the Friday preceding the Annual General Meeting. g) Ballot papers, which have been posted to Country members, shall have an accompanying “Counterfoil” with the member’s name, address and signature completed on their return to the ballot box or Returning Officer. h) Postal returns received after the closing of the ballot shall be null and void. i) No ballot papers, other than postal votes for Country Members, shall be removed from the Club. j) There shall be no proxy voting. k) Members wishing to cast an absentee vote may make application to the Returning Office seven (7) days before the close of the ballot. l) Voting shall be conducted by the “first past the post” method. In the event of a tie, the drawing of straws shall decide the successful candidate. m) The ballot shall close eighteen (18) hours before the Annual General Meeting. n) The Returning Officer shall be the sole arbiter in any dispute or question of interpretation which may arise during the said election. o) No candidate shall nominate for more than one (1) position on the ballot. p) The election results shall remain confidential until announced by the Returning Officer at the Annual General Meeting. 16. POWERS OF THE COMMITTEE The business and affairs of the Club shall be under the management of the Committee. a) It shall be the duty of the Committee to manage and conduct the Club and to see to all Rules and By-Laws are observed. All members of the Committee have be indemnified by the Club for all losses and expenses incurred by them in or about the lawful and proper discharge of their respective duties but not such as are incurred through their own wrongful or willful act or default. b) The Committee shall have the power to engage, control and dismiss the Club’s servants on such terms and conditions as the Committee may determine. c) The Committee shall meet at least monthly on a day to be agreed upon by the majority of the members of the Committee from time to time. d) Five (5) members shall form a quorum. e) Minutes of all resolutions and proceedings shall be entered in a book provided for the purpose. f) The Committee shall have the power to make By-Laws (PROVIDED that they be not inconsistent with the Constitution) and to alter, amend or rescind the same. A book containing the By-Laws shall be kept. g) The Committee shall at all times ensure that no debts are incurred in excess of the Club’s assets. h) The Committee shall decide upon the interpretation of all Rules of any matter in dispute and the decision of the Committee shall be final and binding on the parties concerned. i) A member of the Committee who has any direct or indirect pecuniary interest in any matter under contemplation by the Committee, shall, as soon as they become aware of their interest, disclose the nature and extent of such interest to the Committee and shall not take part in any deliberations or decision of the Committee with respect to that matter. 17. SECRETARY a) There shall be a Secretary who shall be appointed by the Committee and, if a member of the Club, shall not be liable to pay any subscription whilst holding office. The Secretary shall hold office during the pleasure of the Committee at such renumeration and conditions as the Committee think proper. b) It shall be the Secretary’s duty to conduct the affairs of the Club under the direction of the Committee and to keep full and accurate minutes of the proceedings of all meetings of the General Committee, Annual General Meetings and Special General Meetings. Such minutes shall at all reasonable times be open for inspection by any member and shall be produced to the Committee at every meeting thereof. c) The Secretary shall keep a record of the names in full and addresses of all ordinary members of the Club, and the date of the last payment by each member of their subscription. The Secretary shall enter the names in full and addresses of all honorary or concessional members, specifying the names of their proposers, the date of their election and the period of the membership. d) All changes of addresses of members shall be communicated in writing to the Secretary who shall register the same. e) All complaints must be submitted to the Secretary in writing, who will present them to the Committee. f) A box shall be kept in the members’ room to be called the “Suggestion Box” in which any member may place any cause of complaint or offer any suggestion for the consideration of the Committee. Any member making any suggestion or complaint must sign their name and membership number and the Secretary shall present the entries made to the Committee at the next meeting. g) The Secretary shall: i) inform all Committee members of the places, dates and times of meetings; ii) make all arrangements for meetings of the General Committee, Annual General Meeting and Special General Meetings; iii) receive and file all incoming correspondence to the Club so that it is available to the Committee; iv) undertake all outgoing correspondence of the Committee and retain copies on file; v) keep an inventory of all furniture and all other moveable property belonging to the Club and shall keep such inventory up to date. 18. TREASURER a) There shall be a Treasurer who shall be appointed by the Committee and, as a member of the Club, shall not be liable to pay any subscription whilst holding such office. The Treasurer shall hold office during the pleasure of the Committee at such renumeration and conditions as the Committee may think proper. b) It shall be the Treasurer’s duty to keep, in books provided for the purpose, correct records showing the financial affairs of the Club and the particulars usually shown in books of account of a like nature, all of which books shall at all reasonable times be open for inspection by any member and shall be produced to the Committee at every meeting thereof. c) The Treasurer shall receive all subscriptions and other moneys and the Club’s receipt shall be a sufficient discharge. All sums received are to be paid at least once weekly in to the bank at which the Club transacts its business. d) All payments shall be made by Bank EFT or Credit Card on the authority of the Committee to be signed by two members thereof appointed by the Committee from time to time for that purpose. e) Within a reasonable time of being requested to do so, provide the Auditor of the Club with such documents, statements, vouchers, books and any other information as may be required by the Auditor for the purposes of auditing the books of the Club. f) On demand hand all records kept by him as Treasurer to his successor. 19. FINANCIAL REVIEW There shall be a financial review conducted yearly prior to the Annual General Meeting to confirm the financial position of the club for the previous twelve (12) months. This financial review is to be conducted by an independent company / persons authorized to complete such in compliance with the Rules and Regulations of the Department of Mines. The financial reviewer shall be entitled to receive renumeration for their services and shall not be a member of the Club. 20. ALERATION AND REPEAL OF RULES a) No repeal of any existing rule and no new rule of alteration, amendment or suspension of a rule shall be valid unless a motion to be carried by a majority of three (3) quarters of the members present and voting at a general or special meeting of the Club for this specific purpose. b) As soon as practicable after the making of any proposal for a change to the Constitution or Rules of the Club, the Secretary of the Club shall provide to the Director of Liquor Licensing certified particulars of the change proposed, and that effect is not given to the change without the prior approval of the Director of Liquor Licensing. c) No motion to repeal, alter, amend or suspend any rule shall be put before a meeting unless notice thereof in writing be given to all members at least seven (7) clear days preceding the General or Special Meeting on which it is intended such motion shall come up for consideration, nor unless notice of the proposed repeal, alteration, amendment or suspension be exhibited on the notice board of the Club for at least seven (7) days immediately preceding the day of the meeting appointed for its consideration. d) All resolutions passed at all meetings of the Club shall be conclusive and binding on all members PROVIDED that such meetings are held in conformity with the Constitution of the Club then in force. 21. SUSPENSION OR EXPULSION OF MEMBERS 1. The Committee shall have full power to suspend or expel any member of the Club: a) Who shall fail to observe any rule or regulation of the Club or any rule or By-Law of the Committee or any order or direction of the Committee or any special or ordinary meeting; or b) Who shall, in the sole and absolute judgement and discretion of the Committee, have been guilty in or out of the Club premises of any practice, conduct, matter or thing which is likely to bring discredit on, or in any way prejudicially affects or is likely prejudicially affect the reputation of the Club or is likely in any manner to impair or affect the enjoyment of the Club premises by the members or to cause any ill feeling or friction between or among the members without prejudice, however, to the member’s liability for any money due by the member to the Club. 2. The following procedure will take place: a) A complaint must in the first place be made either by a member or by resolution of the Committee stating the nature of the offence of which the member is alleged to have committed. b) The Committee shall then give at least seven (7) days’ notice to the member complained against to attend before the Committee to answer the said complaint, and also to the complainant, if any (other than the Committee), and the Secretary must on application by either party send a notice to any other member to appear and give evidence PROVIDED that such application must be made fourteen (14) days before the date of the hearing of such complaint. Should either of the parties fail to attend, the Committee shall take evidence and decide the case the same as if all parties had been present. Such a decision shall be subject to the right of appeal hereinafter set out. c) If, after hearing the evidence, the Committee shall be of the opinion that the complaint is substantiated, they shall impose such a penalty as they may think fit either by fine, suspension from the privileges of membership for a certain time, or by expulsion and shall thereupon cause notice of such penalty to be sent to the member concerned to their last known address. In case of expulsion the name of such member shall be erased from the list of members. d) Should any member make a complaint which, in the opinion of the Committee, shall be of a frivolous nature or unsupported by evidence at such enquiry, the Committee may impose such penalty as they may think fit on the complainant, but any such decision shall be subject to appeal as hereinafter specified. e) The Committee shall have full power to enquire into any incident occurring on or within the Club premises whether any complaint shall have been made before them or not and shall proceed in the same manner as if a complaint had been made and shall inflict a similar penalty as to them may seem fit. f) In the exercise of its functions under this Rule the Committee: i) may determine its own procedure and is not required to conduct any proceedings it may deem necessary in a formal way; ii) is not bound by the rules of evidence and may inform itself in any manner it considers just. 22. APPEALS a) Any member of the Club who may be aggrieved by any decision of the Committee under Rule 21 may within twenty-one (21) days of such decision appeal against the decision to a Special General Meeting. The member shall within the said period give written notice of the appeal and the reasons therefore to the Committee which shall cause a Special Meeting to be convened pursuant to the provisions of Rule 12 b) to hear the appeal provided that the member lodges the sum of $250.00 (two hundred and fifty dollars) in cash or by way of a bank cheque with the said notice of appeal. b) In the event that the Special General Meeting shall uphold the decision of the Committee, the sum of $250.00 (two hundred and fifty dollars) shall be forfeited to the Club, otherwise it shall be returned to the member. Until the hearing of any such appeal, the decision of the Committee shall have full effect, the same as if no appeal had been made. 23. CLUB PROPERTY a) No member shall take from the Club rooms or damage or destroy anything whatsoever that is the property of the Club. Any articles taken, removed or damaged shall be replaced or repaired or the damage made good forthwith. b) As to whether any property is to be repaired or replaced shall be decided by the Committee who decision shall be final and the member causing such loss or damage shall forthwith pay to the Club the amount which the Committee may determine. 24. COMMON SEAL The Committee shall provide for a Common Seal engraved with the name of the Club and for its safe custody. The Common Seal shall be used only by the authority of the Committee and every instrument to which the seal is affixed shall be signed by the President and shall be countersigned by the Secretary or by some other Member of the Committee appointed by the Committee for the purpose. 25. DISSOLUTION OF THE CLUB On application in writing made by not less the ten (10) per cent of fifty (50) in number of the financial members of the Club, which ever is the greater, signifying their desire that the Club should be dissolved, a Special General Meeting shall be called to consider the question. Notice of said meeting and its objectives shall be posted in the usual place and sent by circular to every member fourteen (14) days immediately preceding the date of the meeting. At the meeting, votes of at least 75% of members voting will be necessary to carry the proposition of dissolution. If upon the winding up or dissolution of the Club there remains after the satisfaction of all its debts and liabilities any property whatsoever, the same must not be paid to or distributed amongst the members of the Club, or former members. The surplus property must be given or transferred to another Association Incorporated under The Act which has similar objects and which is not carried on for the purposes of profit or gain to its individual members, and which Association shall be determined by resolution of the members.