1. Name
The name of the incorporated association is The Chinese
2. Definitions
(1) In these Rules, unless the contrary intention appears—
“Act” means the Associations
Incorporation Act 1981;
“Executive Committee” and “committee” mean the committee of management of the Association;
“financial year” means the year ending on 30 June;
“general meeting” means a general meeting of members convened in accordance with rule 13.
“member” means a member 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;
“Regulations” means regulations under the Act;
“relevant documents” has the same meaning as in the Act.
(2) In these Rules, a reference to the Secretary of an Association is a reference-
(a) if a person holds office under these Rules as Secretary of the Association — to that person; and
(b) in any other case, to the public officer of the Association.
3. Objectives
(1)
To
promote and encourage fellowship and mutual support amongst members of the
Association.
(2)
To
Encourage integration of
4. Alteration
of the rules
These Rules and the statement of purposes of the
Association must not be altered or amended except
in accordance with the Act.
5. Membership,
entry fees and subscription
(1)
A person who
applies and is approved for membership as provided in these Rules is eligible
to be a member of the Association on payment of the
annual subscription payable under these Rules.
(2)
A person who is
not a member of the Association at the time of incorporation of the Association
(or who was a member at that time but has ceased to be a member) must not be
admitted to membership unless—
(a)
in the case of ordinary membership he
or she has undertaken an undergraduate
or post graduate course of study in the
(b) in the case of associate membership he or she is either a current or ex-CUHK staff member, or a respectable person who has the interests and welfare of the Association at heart and has been proposed and seconded by two ordinary members; and in either case
(c) he or she applies for membership in accordance with sub-rule (3); and
(d) the admission as a member is approved by the committee.
(3)
An
application of a person for membership
of the Association must—
(a) be made in writing in the form set out in Appendix 1; and
(b) be lodged with the Secretary of the Association together with a payment of one year’s subscription.
(4)
As soon as practicable
after the receipt of an application, the Secretary must refer the application
to the committee. The Secretary in his
or her discretion, subject to any resolution of the committee, may accord the
applicant the privileges of membership temporarily pending the decision of the
committee whether to approve or reject the application
(5)
The committee
must determine whether to approve or reject the application.
(6)
If the committee
approves an application for membership, the Secretary must, as soon as
practicable notify the applicant in writing of the approval for membership.
(7)
The secretary
must, within 28 days after the decision to approve the application enter the
applicant’s name in the register of members.
(8)
An applicant for
membership becomes a member and is entitled to exercise the rights of
membership when his or her name is entered in the register of members.
(9)
If the committee
rejects an application, the committee must as soon as practicable, notify the
applicant in writing that the application has been rejected and refund all
amounts tendered by the applicant in connection with the application.
(10)
A right,
privilege, or obligation of a person by reason of membership of the
Association—
(a) is not capable of being transferred or transmitted to another person; and
(b) terminates upon cessation of membership whether by death or resignation or otherwise.
(11)
The annual
subscription is the relevant amount set out in Appendix 4 (subject to any
change by resolution passed in accordance with Rule 10(3)(e)) and is payable in advance on
or before 1 July in each year.
6. Register
of members
(1) The Secretary must keep and maintain a register of
members containing—
(a) the name and address of each member; and
(b) the date on which each member’s name was entered in the register; and
(c) whether the member is an ordinary member or an associate member..
(2) The register is available for inspection, subject to
approval by the Executive Committee, free of charge by any member on request.
(3) A member may make a copy of entries in the register,
with the approval of those members listed.
7. Ceasing
membership
(1) A member of the Association who has paid all moneys
due and payable by a member to the Association may resign from the Association
by giving one month’s notice in writing to the Secretary of his or her
intention to resign.
(2)
After the expiry
of the period referred to in sub-rule (1) —
(a) the member ceases to be a member; and
(b) the Secretary must record in the register of members the date on which the member ceased to be a member.
(3) A member of the Association who is three years or more in arrears of annual dues shall cease to be a member, unless the committee has within that period resolved to extend the time for payment to that member. A former member may re-apply for membership, provided that all arrears of dues have been paid. The Secretary must record in the register of members the date on which the member ceased to be a member under this sub-rule.
8. Discipline,
suspension and expulsion of members
(1) Subject to these Rules, if the committee is of the
opinion that a member has refused or neglected to comply with these Rules, or
has been guilty of conduct unbecoming a member or prejudicial to the interests
of the Association, the committee may by resolution—
(a) suspend that member from membership of the Association for a specified period; or
(b) expel that member from the Association.
(2) A resolution of the committee under sub-rule (1) does
not take effect unless—
(a) at a meeting held in accordance with sub-rule (3), the
committee confirms the resolution, and
(b) if the member exercises a right of appeal to the Association under this rule, the Association confirms the resolution in accordance with this rule.
(3) A meeting of the committee to confirm or revoke a
resolution passed under sub-rule (1) must be held not earlier than 14 days, and
not later than 28 days, after notice has been given to the member in accordance
with sub-rule (4).
(4) For the purposes of giving notice in accordance
sub-rule (3), the Secretary must, as soon as practicable, cause to be given to
the member a written notice—
(a)
setting out the
resolution of the committee and the grounds on which it is based; and
(b)
stating that the
member, or his or her representative, may address the committee at a meeting to
be held not earlier than 14 days and not later than 28 days after the notice
has been given to that member; and
(c)
stating the date,
place and time of that meeting; and
(d)
informing the
member that he or she may do one or both of the following—
(i)
attend that
meeting;
(ii)
give to the
committee before the date of that meeting a written statement seeking the
revocation of the resolution;
(e)
informing the
member that, if at that meeting, the committee confirms the resolution, he or
she may, not later than 48 hours after that meeting, give the Secretary a
notice to the effect that he or she wishes to appeal to the Association in
general meeting against the resolution.
(5) At a meeting of the committee to confirm or revoke a
resolution passed under sub-rule (1), the committee must—
(a)
give the member,
or his or her representation, an opportunity to be heard; and
(b)
give due
consideration to any written statement submitted by the member; and
(c)
determine by
resolution whether to confirm or to revoke the resolution.
(6) If at a meeting of the committee, the committee
confirms the resolution, the member may, not later than 48 hours after that
meeting, give the Secretary a notice to the effect that he or she wishes to
appeal to the Association in general meeting against the resolution.
(7)
If the Secretary
receives a notice under sub-rule (6), he or she must notify the committee and
the committee must convene a general meeting of the Association to be held
within 21 days after the date on which the Secretary received the notice.
(8) At a general meeting of the Association convened under
sub-rule (7) —
(a)
no business other
than the question of the appeal may be conducted; and
(b)
the committee may
place before the meeting details of the grounds for the resolution and the
reasons for the passing of the resolution;
and
(c)
the member, or
his or her representative, must be given an opportunity to be heard; and
(d)
the members
present must vote by secret ballot on the question whether the resolution
should be confirmed or revoked.
(9) A resolution is confirmed if, at the general meeting,
not less than two-thirds of the members vote in person, or by proxy, in favour
of the resolution. In any other case,
the resolution is revoked.
9. Disputes
and mediation
(1) The grievance procedure set out in this rule applies
to disputes under these rules between—
(a)
a member and
another member; or
(b)
a member and the
Association.
(2) 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 the parties.
(3) 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.
(4) The mediator must be—
(a)
a person chosen
by agreement between the parties; or
(b)
in the absence of
agreement-
(i)
in the case of a
dispute between a member and another member, a person appointed by the
committee of the Association; or
(ii)
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).
(5)
A member of the
Association can be a mediator.
(6)
The mediator
cannot be a member who is a party to the dispute.
(7)
The parties to
the dispute must, in good faith, attempt to settle the dispute by mediation.
(8)
The mediator, in
conducting the mediation, must—
(a)
give the parties
to the mediation process every opportunity to be heard; and
(b)
allow due
consideration by all parties of any written statement submitted by any
party; and
(c)
ensure that
natural justice is accorded to the parties to the dispute throughout the
mediation process.
(9)
The mediator must
not determine the dispute.
(10)
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 or otherwise at law.
10.
Annual general meetings
(1) The committee may
determine the date, time and place of the annual general meeting of the
Association.
(2) The notice
convening the meeting must specify that the meeting is an annual general
meeting.
(3) The ordinary
business of the annual general meeting shall be—
(a)
to confirm the
minutes of the previous annual general meeting and of any general meeting held
since that meeting; and
(b)
to receive from
the committee reports upon the transactions of the Association during the last
preceding financial year; and
(c)
to elect officers
of the Association and the ordinary members of the committee; and
(d)
to receive and
consider the statement submitted by the Association in accordance with section
30(3) of the Act.
(e)
to determine any
change to the annual subscription commencing the following year.
(4) The annual
general meeting may conduct any special business of which notice has been given
in accordance with these Rules.
11.
Special general
meetings
(1)
In addition to the annual general meeting, any other general
meetings may be held in the same year.
(2)
All general meetings other than the annual general meeting
are special general meetings.
(3)
The committee may, whenever it thinks fit, convene a special
meeting of the Association.
(4)
If, but for this sub-rule, more than 15 months would elapse
between annual general meetings, the committee must convene a special general
meeting before the expiration of that period.
(5)
The committee must, on the request in writing by 10 ordinary members convene a special general
meeting of the Association.
(6)
The request for a special general meeting
must—
(a)
state the objects
of the meeting; and
(b)
be signed by the
members requesting the meeting; and
(c)
be sent to the
address of the Secretary.
(7)
If the committee does not cause a special general meeting to
be held within one month after the date on which the request is sent to the
address of the Secretary, the members making the request, or any of them may
convene a special general meeting to be held not later than 3 months after
that date.
(8)
If a special general meeting is convened by members in
accordance with this rule, it must be convened in the same manner so far as
possible as a meeting convened by the committee and all reasonable expenses
incurred in convening the special general meeting must be refunded by the
Association to the persons incurring the expenses.
12.
Special business
All business that is conducted as a special meeting
and all business that is conducted at the annual general meeting, except for
business conducted under the rules as ordinary business of the annual general meeting,
is deemed to be special business.
13.
Notice of general
meetings
(1)
The Secretary of the Association, at least 14 days, or if a
special resolution has been proposed at least 21 days, before the date fixed
for holding a general meeting of the Association, must cause to be sent to each
member of the Association, a notice stating the place, date and time of the
meeting and the nature of the business to be conducted at the meeting.
(2)
Notice may be sent—
(a)
by prepaid post
to the address appearing in the register of members; or
(b)
if the member
requests, by facsimile transmission or electronic transmission.
(3)
No business other than that set out in the notice convening
the meeting may be conducted at the meeting.
(4)
A member intending to bring any business before a meeting may
notify in writing, or by electronic transmission, the Secretary of that
business, who must include that business in the notice calling the next general
meeting.
14.
Quorum at general
meetings
(1)
No item of business may be conducted at a general meeting
unless a quorum of members entitled under these Rules to vote is present at the
time when the meeting is considering that item.
(2)
15 ordinary members personally
present (being members entitled under these Rules to vote at a general meeting)
constitute a quorum for the conduct of the business of a general meeting.
(3)
If, within half an hour after the appointed time for the
commencement of a general meeting, a quorum is not present—
(i)
in the case a meeting convened upon the members—the meeting
must be dissolved;
(ii)
in any other case—the meeting shall stand adjourned to the
same day in the next week at the same time and (unless another place is
specified by the Chairperson at the time of the adjournment or by written
notice to members given before the day to which the meeting is adjourned) at
the same place.
(4)
If at the adjourned meeting the quorum is not present within
half an hour after the time appointed for the commencement of the meeting, the
ordinary members personally present (being not less than 10) shall be a quorum.
15.
Presiding at
general meetings
(1) The President, or
in the President’s absence, the Vice-President, shall preside as the
chairperson at each general meeting of the Association.
(2) If the President
and the Vice-President are absent from a general meeting, or are unable to
preside, the members present must select one of their number to preside as
Chairperson.
16.
Adjournment of
meetings
(1) The person
presiding may, with the consent of a majority of members present at the
meeting, adjourn the meeting from time to time and place to place.
(2) No business may
be conducted at an adjourned meeting other than the unfinished business from
that meeting that was adjourned.
(3) If a meeting is
adjourned for 14 days or more, notice of the adjourned meeting must be given in
accordance with rule 13.
(4) Except as
provided in sub-rule (3), it is not necessary to give notice of an adjournment
or of the business to be conducted at an adjourned meeting.
17.
Voting at general
meetings
(1) Upon any question
arising at a general meeting of the Association, an ordinary member has one
vote only. Associate members do not have
the right to vote.
(2) All votes must be
given personally or by proxy.
(3) In the case of an
equality of voting on a question, the Chairperson of the meeting is entitled to
exercise a second or casting vote.
(4) An ordinary
member is not entitled to vote at a general meeting unless all moneys due and
payable by the member to the Association have been paid.
18.
Poll at general
meetings
(1) If at a meeting a
poll on any question is demanded by not less than 3 ordinary members, it must
be taken at that meeting in such manner as the Chairperson may direct and the resolution of the poll shall be deemed
to be a resolution of the meeting on that question.
(2) A Poll that is
demanded on the election of a Chairperson or on a question of an adjournment
must be taken immediately and a poll that is demanded on any other question
must be taken at such time before the close of the meeting as the Chairperson
may direct.
19.
Manner of
determining whether resolution carried.
If a question arising at a general meeting of the Association is
determined by a show of hands-
(a) a declaration by the Chairperson that a resolution has
been-
(i)
carried; or
(ii)
carried
unanimously; or
(iii)
carried by a
particular majority; or
(iv)
lost; and
(b) an entry to that effect in the minute book of the
Association-
is evidence of
the fact, without proof of the number or proportion or the votes recorded in
favour of, or against, that resolution.
20.
Proxies
(1) Each member is
entitled to appoint another member as a proxy by notice given to the Secretary
no later than 24 hours before the time of the meeting in respect of which the
proxy is appointed.
(2) The notice
appointing the proxy must be-
(a)
for a meeting of
the Association convened under rule 8(7), in the
form set out in Appendix 2; or
(b)
in any other
case, in the form set out in Appendix 3.
21.
Executive
Committee (committee)
(1) The
affairs of the Association shall be managed by the Executive Committee.
(2)
The committee-
(a)
shall control and
manage the business and affairs of the Association; and
(b)
may, subject to
these Rules, the Act and the Regulations, exercise all such powers and
functions as may be exercised by the Association other than those powers and
functions that are required by these Rules to be exercised by general meetings
of the members of the Association; and
(c)
subject to these
Rules, the Act and the Regulations, has power to perform all such acts and
things as appear to the committee to be essential for the proper management of
the business and affairs of the Association.
(3) Subject to section 23 of the Act, the committee shall
consist of-
(a)
the officers of
the Association; and
(b)
five ordinary
members-
each of whom
shall be elected at the annual general meeting of the Association in each year.
22.
Office holders
(1) The officers of
the Association shall be-
(a)
a President;
(b)
a Vice-President;
(c)
a Treasurer; and
(d)
a Secretary.
(2)
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 referred to in sub-rule (1).
(3)
Each officer of
the Association shall hold office until the annual general meeting next after
the date of his or her election but is eligible for re-election, with the
exception that if a member has served as President uninterrupted for 2 terms, such member shall not be eligible for re-election
to that office until the annual general meeting after the annual general
meeting at which that member last ceased to hold that office.
(4)
In the event of a
casual vacancy in any office referred to in sub-rule (1), the committee may
appoint one of its members to the vacant office and the member appointed may
continue in office up to and including the conclusion of the annual general
meeting next following the date of the appointment.
23.
Ordinary members
of the committee
(1) Subject to these
Rules, each ordinary member of the committee shall hold office until the annual
general meeting next after the date of election but is eligible for
re-election.
(2) In the event of a
casual vacancy occurring in the office of an ordinary member of the committee,
the committee may appoint a member of the Association to fill the vacancy and
the member appointed shall hold office, subject to these Rules, until the
conclusion of the annual general meeting next following the date of the
appointment.
24.
Election of
officers and ordinary committee members
(1) Ordinary members
who are resident in
(2) Nominations of
eligible candidates for election as officers of the Association or as ordinary
members of the committee must be-
(a)
made in writing,
signed by two members of the Association and accompanied by the written consent
of the candidate (which may be endorsed on the form of nomination); and
(b)
delivered to the
Secretary of the Association not less than 7 days before the date fixed for the
holding of the annual general meeting.
(3)
A candidate may
only be nominated for one office, or as an ordinary member of the committee,
prior to the annual general meeting.
(4)
If insufficient
nominations are received to fill all vacancies on the committee, the candidates
nominated shall be deemed to be elected and further nominations may be received
at the annual general meeting.
(5)
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.
(6)
If the number of
nominations exceeds the number of vacancies to be filled, a ballot must be held.
(7)
The ballot for
the election of officers and ordinary members of the committee must be
conducted at the annual general meeting in such manner as the committee may
direct.
25.
Vacancies
The office of an officer of the Association, or of an
ordinary member of the committee, becomes vacant if the officer or member-
(a)
ceases to be a
member of the Association; or
(b)
becomes an
insolvent under administration within the meaning of the Corporations Act; or
(c)
resigns from
office by notice in writing given to the Secretary.
26.
Meetings of the
committee
(1) The committee
must meet at least 3 times in each year at such place and such times as the
committee may determine.
(2) Special meetings
of the committee may be convened by the President or by any 4 members of the
committee.
27.
Notice of
committee meetings
(1) Written notice of
each committee meeting must be given to each member of the committee at least 2
business days before the date of the meeting.
(2) Written notice
must be given to members of the committee of any special meeting specifying the
general nature of the business to be conducted and no other business may be
conducted at such a meeting.
28.
Quorum for
committee meetings
(1) Any 4 members of
the committee constitute a quorum for the conduct of the business of a meeting
of the committee.
(2) No business may
be conducted unless a quorum is present.
(3) If within half an
hour of the time appointed for the meeting a quorum is not present-
(i) in the case of a
special meeting—the meeting lapses;
(ii) in any other
case—the meeting shall stand adjourned to the same place and the same time and
day in the following week.
(4) The committee may
act notwithstanding any vacancy on the committee.
29.
Presiding at
committee meetings
At meetings of the committee-
(a)
the President or,
in the President’s absence, the Vice President presides; or
(b)
if the President
and the Vice-President are absent, or are unable to preside, the members
present must choose one of their number to preside.
30.
Voting at
committee meetings
(1) Questions arising
at a meeting of the committee, or at a meeting of sub-committee appointed by
the committee, shall be determined on a show of hands or, if a member requests,
by a poll taken in such manner as the person presiding at that meeting may
determine.
(2) Each member
present at a meeting of the committee, or at a meeting 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 an equality of votes on any question,
the person presiding may exercise a second or casting vote.
31.
Removal of
committee member
(1) The Association
in general meeting may, by resolution, remove any member of the committee
before the expiration or the member’s term of office and appoint another member
in his or her place to hold office until the expiration of the term of the first-mentioned
member.
(2) A member who is
the subject of a proposed resolution referred to in sub-rule (1) may make
representations in writing to the Secretary or President of the Association
(not exceeding a reasonable length) and may request that the representations be
provided to the members of the Association.
(3) The Secretary or
the President may give a copy of the representations to each member of the
Association or, if they are not so given, the member may require that they be
read out at the meeting.
32.
Minutes of
meetings
The Secretary of the Association must keep minutes of
the resolutions and proceedings of each meeting, together with a record of the
names of the persons present at committee meetings.
33.
Funds
(1) The Treasurer of
the Association must-
(a)
collect and
receive all moneys due to the Association and make all payments authorized by the Association;
and
(b)
keep correct
accounts and books showing the financial affairs of the Association with full
details of all receipts and expenditure connected with the activities of the
Association.
(2)
All cheques, drafts, bills of exchange, promissory notes and
other negotiable instruments must be signed by two members of the committee.
(3)
The funds of the
Association shall be derived from annual
subscriptions, donations and such other sources as the committee determines.
34.
Seal
(1) The common seal
of the Association must be kept in the custody of the Secretary.
(2) The common seal
must not be affixed to any instrument except by the authority of the committee
and the affixing of the common seal must be attested by the signatures either
of two members of the committee or, of one member of the committee and of the
public officer of the Association.
35.
Notice to members
Except for the requirement in rule 13, any notice that is required to be given to a member, by or
on behalf of the Association, under these Rules may be given by-
(a)
delivering the
notice to the member personally; or
(b)
sending it by
prepaid post addressed to the member at that member’s address shown in the
register of members; or
(c)
facsimile
transmission, if the member has requested that the notice be given to him or
her in this manner; or
(d)
electronic
transmission, if the member has requested that the notice be given to him or
her in this manner.
36.
Winding up
In the event of the winding up or cancellation of the
incorporation of the Association, the assets of the Association must be
disposed of in accordance with the provisions of the Act.
37.
Custody and
inspection of books and records.
(1) Except as
otherwise provided in these Rules, the Secretary must keep in his or her
custody or under his or her control all books, documents and securities of the
Association.
(2) All accounts,
books, securities and other relevant documents of the Association must be
available for inspection by any member upon request.
(3) A member may make
a copy of any accounts, books, securities and any other relevant documents of
the Association.
38.
Reciprocal
Privileges
The committee may extend to members of The Chinese University of
APPENDIX 1
APPLICATION
FOR MEMBERSHIP OF
THE
I, (name and
occupation) of (address)
[COMPLETE PART A
OR PART B ONLY]
PART A
desire to become
an ordinary member of The Chinese University of
I am ordinarily
resident in
I am a graduate
of the
or
I am a former
student of the
* Delete as appropriate
In the event of my admission as a member, I agree to be
bound by the rules of the Association for the time being in force.
Signature of Applicant ________________
Date _______________________________
[end PART A]
PART B
I desire to
become an associate member of The Chinese
University of
I declare that I
have the interests and welfare of the Association at heart.
In the event of
my admission as a member, I agree to be bound by the rules of the Association
for the time being in force.
Name and Signature of Proposer
_________________________________
Date
________________________________________________________
Name and Signature of Seconder
_________________________________
Date ________________________________________________________
Signature of
Applicant
Date
APPENDIX 2
FORM OF
APPOINTMENT OF PROXY FOR MEETING OF
ASSOCIATION CONVENED UNDER RULE 8(7)
|
I, |
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|
(name) |
|
of |
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|
|
(address) |
|
being an
ordinary member of |
The |
|
|
|
|
appoint |
|
|
|
(name of proxy holder) |
|
of |
|
|
|
(address of proxy holder) |
being an ordinary
member of that Incorporated Association, as my proxy to vote for me on my
behalf at the appeal to the general meeting of the Association convened under
rule 8(7), to be held on –
(date of meeting)
and at any
adjournment of that meeting.
I authorize my proxy to vote on my behalf at their discretion in
respect of the following resolution (insert details of resolution passed under
rule 8(1)).
Signed
Date
APPENDIX 3
FORM OF
APPOINTMENT OF PROXY
|
I, |
|
|
|
(name) |
|
of |
|
|
|
(address) |
|
being an
ordinary member of |
The |
|
|
|
|
appoint |
|
|
|
(name of proxy holder) |
|
of |
|
|
|
(address of proxy holder) |
being an ordinary
member of that Incorporated Association, as my proxy to vote for me on my
behalf at the annual/special* general meeting of the Association to be held on
(date of meeting)
and at any
adjournment of that meeting.
My proxy is
authorized to vote in favour of / against* the following resolution (insert details of
resolution).
Signed
Date
* Delete if not
applicable
APPENDIX 4
SCHEDULE OF
FEES
|
Fee |
Amount |
|
|
|
|
Annual
subscription fee – individual |
$1.00 |
|
|
|