Club Constitution
This Constitution supersedes all previous constitutions and all resolutions passed under such constitutions are hereby rescinded.
1 NAME
The name of the Club shall be the "CITY OF MELVILLE BRIDGE CLUB INCORPORATED" (or INC) hereinafter referred to as the Club.
2 DEFINITIONS
In this Constitution the following words and expressions shall have the meanings hereby assigned to them unless such meanings are excluded by or are repugnant to the context of the subject matter:
2.1 "ACT" shall mean the "Associations Incorporation Act 1987" and all subsequent amendments thereto.
2.2 "ABF" shall mean the "Australian Bridge Federation Incorporated".
2.3 "AGM" shall mean the "Annual General Meeting" of the Club.
2.4 "APPEALS COMMITTEE" shall mean the 'ad hoc' committee appointed by the Tournament Manager to consider and adjudicate on an appeal by any player relative to a ruling given by any tournament director in a Club event.
2.5 "BAWA" shall mean the "Bridge Association of Western Australia Incorporated".
2.6 "BY-LAWS" shall mean the laws governing all aspects of the conduct of Members and the use of the Club premises and facilities as promulgated by the Management Committee.
2.7 "CONSTITUTION" shall have the same meaning as Rules specified and referred to as such in the Act.
2.8 "MANAGEMENT COMMITTEE" shall mean the Committee elected at the AGM to manage the affairs of the Club.
2.9 "SPECIAL RESOLUTION" shall mean any resolution passed at an Annual or Special General Meeting of the Club by a majority vote of not less than 75% of the Members present, entitled to vote and voting in person.
2.10 "ORDINARY RESOLUTION" shall mean any resolution passed at an Annual or Special General Meeting of the Club, by a simple majority vote of the Members present, entitled to vote and voting in person.
2.11 "SUPPLEMENTARY REGULATIONS" shall mean the regulations governing the play of bridge in Club events, as determined and promulgated by the Tournament Committee.
2.12 "TOURNAMENT COMMITTEE" shall mean the sub-committee appointed by the Management Committee to organise and regulate all aspects of bridge play in Club events.
2.13 "STANDING ORDERS" shall mean the rules governing the conduct of business and proceedings at all General Meetings of the Club and regular meetings of the Management Committee as determined and promulgated by the Management Committee.
3 OBJECTS
3.1 The objects of the Club shall be:
(a) To promote and encourage the game of contract bridge.
(b) To affiliate with the ABF and BAWA and co-operate with kindred clubs and associations.
(c) To provide social intercourse for Members.
(d) To provide adequate and comfortable premises for the Club together with all necessary facilities including provisions for disabled and handicapped members and a satisfactory and safe environment according to law.
(e) To ensure that the property and income of the Club is applied solely towards the attainment of these objects and that no part of such property or income is paid or otherwise distributed, directly or indirectly, to Members of the Club, except in good faith in the promotion of these objects.
(f) To do all such other things as are conducive or incidental to the attainment of these objects.
3.2 All proposals and actions having objects not within the scope of this Clause shall be deemed to be "ULTRA-VIRES" unless provided for by a Special Resolution.
4 MEMBERSHIP
4.1 Membership shall be open to all persons subscribing to the objects of the Club and agreeing to comply with its Constitution.
4.2 Applicants for membership must complete and sign the Application Form provided for that purpose and must be proposed and seconded by current financial Members.
4.3 All applications for membership shall be posted on the Club notice board for a period of not less than fourteen days before consideration by the Management Committee.
4.4 The Management Committee shall consider and accept, reject or defer such applications without applying any discrimination, but shall have the right to refuse membership to any person without assigning any reason.
4.5 There shall be the following classes of Members:
(a) ORDINARY MEMBER
An Ordinary Member is deemed to be a person who has been duly approved by the Management Committee and who has paid the appropriate Joining Fee (if any) and the Annual Subscription.
b) TEMPORARY MEMBER
A Temporary Member is deemed to be a person who subscribes to the objects of the Club and, on any one day, plays at the Club as a visitor. Such Temporary Members may not vote at General Meetings of the Club, be members of the Management Committee or play in Club Championship events.
(c) LIFE MEMBER
A Life Member is deemed to be any Ordinary Member who, on the recommendation of the Management Committee, for valuable services rendered to the Club, has been appointed to Life Membership by a simple majority vote of Members present, entitled to vote and voting in person at a General Meeting of the Club. Life Members shall hold the honour during their lifetime and shall be exempt from the payment of Annual Subscriptions and shall have all the rights, privileges and responsibilities of Ordinary Members.
(d) HONORARY MEMBER
An Honorary Member is deemed to be a person who has been duly appointed to Honorary Membership by the Management Committee for such period as the Management Committee sees fit. An Honorary Member shall not be required to pay the Joining Fee (if any) or the Annual Subscription or any other fees and shall have all the rights, privileges and responsibilities of Ordinary Members but may not vote at General Meetings of the Club or be members of the Management Committee.
4.6 No member may have more than two guests to any function of the Club.
4.7 The Club shall keep an up to date Register of Members in respect of each class of Membership. This Register must be continually available for inspection at the Club premises.
5 CESSATION OF MEMBERSHIP
5.1 A Member may resign from membership at any time by written notice to the Secretary who shall present such notice to the next meeting of the Management Committee for appropriate action. Should the Management Committee decide to accept the resignation, the Member's name shall be automatically deleted from the Membership Register and the resigning Member shall not be entitled to any refund of Joining Fees (if any) or Annual Subscription.
5.2 Any Member failing to pay the Annual Subscription within two calendar months of the due date may be struck off the Membership Register.
5.3 Any Member whose membership has ceased under the provisions of this clause may be re-instated at the absolute discretion of the Management Committee upon payment of the full annual subscription and any other charges as may be determined by the Management Committee.
6 EXPULSION AND DISCIPLINARY MEASURES
6.1 The Management Committee shall have power to expel or take disciplinary measures against any Member who, in the opinion of the Management Committee, shall have committed any breach of this Constitution, the By-Laws and Supplementary Regulations, or in any way acted to the detriment of the objects and good name of the Club.
6.2 The measures open to the Management Committee under the provision of this clause are:
(a) Expulsion
(b) Exclusion from attendance at Club meetings, bridge events, competitions or functions for a specified period.
(c) Reprimand with a warning that should the offence continue or be repeated, the provisions of the previously noted actions may be invoked.
6.3 Any complaint against a Member under the provisions of this clause shall be submitted in writing to the Secretary by the complainant.
6.4 The Management Committee shall consider the complaint. Should a complaint be made against a Committee Member, that person shall withdraw from the meeting during any discussion on the matter. If a "prima facie" case is considered to be established, a copy of the complaint shall be delivered to the Member with a request for a written response within fourteen days of the receipt of the letter. Alternatively, the Member may be requested to respond personally at a special meeting of the Management Committee to be held between fourteen and twenty-one days from the receipt of the letter.
The Management Committee shall not take any further action until the Member has answered the complaint, provided that the Member has responded within the appropriate time frame. However, the Management Committee may exercise its discretion and extend the time frame if circumstances are warranted.
If the Management Committee deems it appropriate, it may investigate the complaint further before making a decision. However, neither the complainant nor the Member shall be present when the Management Committee makes its decision on the matter.
6.5 The decision of the Management Committee shall be conveyed in writing to the Member and the complainant, within seven working days of such decision. Any disciplinary measure shall not be implemented until fourteen days after the confirmed receipt by the Member of the decision.
6.6 Should the decision of the Management Committee include any disciplinary measure, the Member shall have the right of appeal to, and be allowed to appear before, a Special General Meeting of the Club provided that the Member lodges a written appeal and request for a Special General Meeting within fourteen days from confirmed receipt of the Management Committee's written decision and that the request complies with the normal requirements for the convening of Special General Meetings. The disciplined Member shall bear all costs involved in convening the Special General Meeting and to this end shall deposit a sum equivalent to two Annual Subscriptions with the Management Committee, together with the written appeal.
6.7 Upon receipt of such an appeal, the Management Committee shall arrange for a Special General Meeting to consider the appellant's case.
6.8 Voting at such a Special General Meeting shall be by secret ballot and the decisions shall be determined by a simple majority vote of Members present, entitled to vote and voting in person at the meeting.
6.9 The Special General Meeting may uphold or dismiss the appeal or may vary the disciplinary action taken by the Management Committee and the decisions of the Special General Meeting shall be binding upon all parties.
6.10 Should the Special General Meeting uphold the appeal, the aforesaid deposit shall be returned in full to the appellant. In all other cases the costs involved in convening the Special Meeting shall be deducted from the deposit and the balance (if any) returned to the appellant.
6.11 The decisions of the Special General Meeting shall be conveyed in writing to the appellant, together with any deposit refund due, by the Secretary within seven working days of the meeting.
6.12 Members expelled from the Club or excluded for specified periods under the provisions of this clause shall not be entitled to any refund of Joining Fee (if any) or Annual Subscription, or any claim monetary or otherwise on the Club, its funds or properties except to the extent of any debt owing by the Club to such Member.
7 SUBSCRIPTIONS AND FEES
7.1 The Joining Fee (if any) and amount of Annual Subscription payable by Members shall be determined each year at the AGM.
7.2 The Annual Subscription shall become due and payable on 1 October each year. Payment of the Annual Subscription shall validate Membership until 30 September the following year.
7.3 Competition entrance fees, table charges and other levies for Members and visitors shall be as determined by the Management Committee from time to time.
7.4 The financial year of the Club shall commence on 1 July and end on 30 June in the following year.
8 GENERAL MEETINGS
8.1 The Secretary shall give each Member at least fourteen days notice of every general meeting required under this Constitution. The notice shall state the date, time, venue and purpose of the meeting. Such notices will be available for collection from the Club personally by Members and notices not claimed by the sixteenth day prior to the meeting will be posted to the Member's last notified address.
8.2 The AGM shall be held between 1 August and 15 September each year on a day and at a time to be determined by the Management Committee.
8.3 Notices of the AGM shall include the Agenda for the meeting, together with details of all Notices of Motions that have been submitted by Members for consideration at the AGM and any voting papers necessary.
8.4 Notices from Members of Motions to be considered at the AGM shall be submitted in writing to the Secretary not later than 30 June each year.
8.5 A Special General Meeting of the Club shall be held on the petition of one-third of the Members or thirty Members, whichever is the lesser number. The President must be the recipient of such petition. The meeting shall be held within thirty-five days of the receipt of the petition. All costs involved in convening such Special General Meeting shall be borne by the petitioners who shall deposit a sum equivalent to two Annual Subscriptions with their petition. Any balance left after deducting costs shall be returned to the petitioners within fourteen days of the conclusion of the meeting. Any additional costs involved shall be recoverable from the petitioners at the discretion of the Management Committee.
8.6 A Special General Meeting may also be convened by a 75% majority decision of the full Management Committee or by the President alone. The meeting shall be held within thirty-five days of such decision. All costs involved in convening such Special General Meetings shall be borne by the Club.
8.7 At all Special General Meetings only the business for which the meeting has been called shall be discussed.
8.8 The quorum for all General Meetings shall be not less than one-third of the total Membership or thirty Members of the Club, whichever is the lesser number.
8.9 Voting on all motions at Annual and Special General Meetings may be by show of hands, secret ballot or division at the discretion of the President but proxy voting shall not be allowed.
8.10 Members under the age of 18 years may not vote at any General Meeting of the Club.
9 MANAGEMENT COMMITTEE
9.1 The affairs of the Club shall be managed exclusively by a Management Committee comprising:
(a) President
(b) Vice-President
(c) Secretary
(d) Treasurer
(e) Tournament Manager
(f) House Manager
(g) Four Ordinary Committee Members
9.2 All Members of the Management Committee shall be over the age of 18 years and either Ordinary or Life Members of the Club.
9.3 All Members of the Management Committee shall be elected at the AGM except that in the event of a casual vacancy arising due to any reason, the Members of the Management Committee shall have the power to co- opt a replacement.
9.4 The elected Management Committee shall hold office from the declaration of the results of the election at the AGM until the declaration of the results of the election at the next election when they shall retire.
9.5 All Members of the Management Committee shall be eligible for re-election from year to year except that no person shall hold the same office for more than three consecutive years.
10 ELECTION OF MANAGEMENT COMMITTEE
10.1 A nominations list shall be displayed on the Club notice board by 15 June each year and shall be closed on 30 June.
10.2 All nominations shall be signed by the Proposer, Seconder and Nominee.
10.3 Candidates may be nominated for any number of offices but no Proposer may nominate more than one candidate for an office in which a single person is required.
10.4 Any candidate may be elected to any two positions (except a combination of President and Vice-President) provided that, if elected to a higher ranking position as listed in sub-clause 9.1, all votes for that candidate for a lower ranking position shall be void if there is a second candidate for that second position.
10.5 At least fourteen days prior to the AGM, the Secretary shall provide each eligible Member with a voting paper on which shall be shown the names of all candidates for each position, together with appropriate instructions for marking the voting paper. Not more than one such voting paper shall be issued to each Member.
10.6 At the same time that voting papers are issued, a sealed Ballot Box shall be made available for Members to post their voting paper at any time before the commencement of the AGM. Members unable to attend the Club during this period may send their voting paper by post addressed to the Secretary in a sealed envelope clearly marked "voting paper" and these shall be deposited in the Ballot Box unopened.
10.7 At the commencement of the AGM, the Ballot Box shall be closed and the President shall nominate two returning officers (excluding members of the Management Committee) who shall commence counting the votes forthwith.
10.8 Each returned voting paper shall contain a vote for only one candidate for each of the positions in which a single person is required and only four votes for the Ordinary Committee Members. Voting papers not complying with these requirements shall be declared invalid.
10.9 The results of the voting shall be determined in favour of the candidate for each position receiving the greatest number of votes. In the event of a tied vote for any position, the result shall be determined by the drawing of lots.
11 DUTIES OF MANAGEMENT COMMITTEE MEMBERS
11.1 The President shall:
(a) Preside at general meetings of the Club and the Management Committee.
(b) Be responsible for the proper conduct of Club affairs as set out in this Constitution.
(c) Co-ordinate Club policy as approved by the Management Committee.
(d) Represent the Club at official functions when invited by kindred clubs, associations and other organisations.
(e) Be entitled to attend meetings of the Tournament Committee and all sub-committees as an ex officio member.
11.2 The Vice-President shall:
(a) Assist the President at all times.
(b) Deputise for the President when requested.
(c) Preside at any General Meetings of the Club and meetings of the Management Committee in the absence of the President.
(d) Liaise between BAWA and the Club on all matters of mutual concern and represent the Club at all General Meetings of BAWA.
11.3 The Secretary shall:
(a) Conduct the general correspondence of the Club.
(b) Record the minutes of all General Meetings of the Club and meetings of the Management Committee.
(c) Issue notices of General Meetings of the Club together with all such documentation as may be required for such meetings.
(d) Have custody of all Club documents pertaining to the position.
(e) Attend to other such secretarial matters as directed by the President.
11.4 The Treasurer shall:
(a) Ensure all monetary payments due to the Club are received and receipts issued for these where appropriate.
(b) Ensure all monies received are paid into such account at such bank as may be determined by the Management Committee from time to time.
(c) Ensure payment of all Accounts approved for payment by the Management Committee.
(d) Provide petty cash floats to Members approved by the Management Committee as and when necessary.
(e) Prepare a statement of Receipts, Payments, and Balances for each regular meeting of the Management Committee.
(f) Maintain a record of the Annual Subscription payments of each Member of the Club and advise the Masterpoints Secretary of any Members in default of such payments.
(g) Keep books of the accounts of the Club and prepare an Annual Statement of Accounts and Balance Sheet for the AGM and present these to the Auditor for auditing and certification.
(h) Arrange for the provision of copies of the Annual Statement of Accounts and Balance Sheet to be available at the Club for perusal of Members at least seven days prior to the AGM.
(i) Have custody of all account books and documents relative to the financial affairs of the Club.
11.5 The Tournament Manager shall:
(a) Assume responsibility for the correct functioning of all bridge events held in the Club.
(b) Arrange for Tournament Directors to direct Club bridge events.
(c) Convene 'ad hoc' Appeals Committees as and when required.
(d) Assume responsibility for the upkeep and replenishment of all materials used in bridge events.
(e) Preside at all meetings of the Club Tournament Committee.
11.6 The House Manager shall:
(a) Take charge of catering arrangements for all Club events and special functions.
(b) Assume responsibility for the cleanliness and upkeep of all internal areas, furnishings and facilities within the Club premises and make all necessary arrangements for the employment and supervision of hired help and/or contractors as required for these purposes.
(c) Maintain an imprest account of all petty cash expenses incurred on behalf of the Club in respect of House Management duties and submit such account to the Treasurer as and when required.
(d) Attend to such other House Management duties as may be directed by the President from time to time.
(e) The House Manager may co-opt Members of the Club to assist with these duties as and when required.
11.7 The Ordinary Committee Members shall:
(a) Back up and assist the office bearers of the Management Committee wherever possible and deputise for them as and when required by the President.
(b) Liaise between Members of the Club and the Management Committee on all matters of mutual concern.
(c) Take an active part in the formulation of Management Committee policies and decisions.
(d) Perform such other duties as may be required by the President from time to time.
12 DUTIES OF THE MANAGEMENT COMMITTEE
12.1 The Management Committee shall meet regularly once per month and at any other time at the request of the President or Vice-President or any two Committee Members.
12.2 A quorum for a regular Management Committee meeting shall be more than 50% of the Management Committee.
12.3 All decisions taken by the Management Committee shall be subject to a majority vote of not less than two Committee Members.
12.4 Emergency action may be taken by the decision of any two Committee Members but such actions shall be ratified or amended at the next regular Committee meeting.
12.5 Other than in exceptional circumstances approved by the Management Committee, any Committee Member failing to attend three consecutive regular meetings shall be deemed to have resigned from the Committee.
13 POWERS OF THE MANAGEMENT COMMITTEE
Notwithstanding the powers conferred upon it elsewhere in this Constitution, the Management Committee shall have the following powers, authorities and discretions:
13.1 To control the finances of the Club including the raising of debentures, loans or mortgages as may be required for the provision, extension and/or maintenance of Club premises and facilities.
13.2 To purchase, lease, hire or otherwise acquire any real or personal estate or equipment for the purposes of the Club.
13.3 To delegate, at its discretion, any of its powers (save this power of delegation) to any sub-committee and to impose restrictions to be observed in the exercise of such powers.
13.4 To arrange affiliation with the ABF and BAWA.
13.5 To make available the Club premises and/or equipment to BAWA or kindred clubs and organisations and to Club Members for bridge events, under such conditions as may be determined by the Management Committee from time to time.
13.6 To formulate and promulgate Standing Orders governing the conduct of business and proceedings at all General Meetings of the Club and regular meetings of the Management Committee.
13.7 To formulate and promulgate Club By-Laws governing but not limited to the following:
(a) Members' conduct
(b) Members' dress
(c) Smoking
(d) Consumption of food and liquor
(e) Car parking
(f) Control of the Club air conditioning system
(g) Provisions for disabled and handicapped Members
(h) Handling of Members' complaints and suggestions
(i) Members' duties.
13.8 To appoint Members to the Tournament Committee.
13.9 To appoint Members to any other positions as may be deemed necessary from time to time and to determine the duties of such persons.
14 TOURNAMENT COMMITTEE
The Tournament Committee shall be a sub-committee appointed by and responsible to the Management Committee and shall:
14.1 Comprise the Tournament Manager and not less than four additional Members, at least one of whom shall be a Member of the Management Committee.
14.2 Meet as and when required by either the Tournament Manager or the President.
14.3 Appoint a Minutes Secretary at each of its meetings.
14.4 Formulate and promulgate a calendar of all Club major events for the forthcoming calendar year, in co-ordination with BAWA, ABF and similar events in other metropolitan clubs as far is practicable.
14.5 Arrange inter-club events with other metropolitan clubs.
14.6 Select players to represent the Club at inter-club events.
14.7 Formulate and promulgate conditions governing the format of Club Championship events.
14.8 Formulate and promulgate Supplementary Regulations as necessary to supplement the International Code - Laws of Duplicate Contract Bridge and BAWA Regulations as applicable.
15 TRUSTEES
All past Presidents of the Club shall be deemed to be Trustees of the Club with the following duties and responsibilities:
15.1 To meet with and advise the Management Committee on matters of major capital expenditure as and when requested by the Management Committee.
15.2 To act as Trustees for debenture holders in the event that debentures are to be raised from Members for any major development.
16 BANK ACCOUNTS
All cheques drawn on Club bank accounts shall be signed by any two of the President, Vice-President, Secretary and Treasurer, except where any two of these are members of the same family or are in a permanent relationship. In this case, one of the persons so involved shall relinquish their signatory rights and the Management Committee shall nominate an alternative signatory from the Management Committee.
17 AUDITOR
An Auditor shall be appointed by the Management Committee. The Auditor shall not be a member of the Management Committee and shall have the following duties, powers and responsibilities:
17.1 To inspect the Register of Members, Annual Statement of Accounts and Balance Sheet and certify same.
17.2 To call at any time for the production of any books, accounts and any other documents relative to the affairs of the Club.
18 COMMON SEAL OF THE CLUB
The Common Seal of the Club shall be held in the custody of the Secretary and shall be affixed to this Constitution pursuant to approval of same at a Special General Meeting and subsequently to any other legal document only pursuant to a decision of the Management Committee. The affixation of the seal shall be witnessed by either the President or Vice-President.
19 INSPECTION OF RECORDS
A Member may at any reasonable time inspect without charge the Constitution, Membership Register, record of Office Bearers and Trustees and other books, documents, records and securities of the Club.
20 WINDING UP
20.1 The Club shall be deemed capable of continuing its corporate existence so long as there shall be sufficient Members to form the Management Committee by the rules provided. Should at any time the Membership fall below such Members, then the Club shall cease to exist and shall, subject to the provisions of the Act, be wound up by those Members remaining who shall have full power thereupon to wind up the affairs of the Club.
20.2 The Club may also be wound up by a Special Resolution at any General Meeting of the Club called for that purpose.
20.3 If upon winding up and after the satisfaction of all its debts and liabilities there remain any property or funds whatsoever, all such property or funds shall be donated or transferred to any kindred incorporated club or association or incorporated charitable organisation as may be determined by the remaining Members of the Club.
21 INTERPRETATION OF RULES
The interpretation of these rules or of any of the By-Laws, Standing Orders or Supplementary Regulations made thereunder shall be the sole determination of the Management Committee whose decisions, until set aside by a Special Resolution at an Annual or Special General Meeting of the Club, shall be binding on all Members.
22 AMENDMENTS TO THIS CONSTITUTION
So long as the Club shall hold a liquor licence, prior to making any change to this Constitution, certified particulars of the proposed changes shall be submitted to the Director of Liquor Licensing and no effect shall be given to such changes until the Director of Liquor Licensing has signified his approval.
No part of this Constitution shall be repealed, amended or added to except by a Special Resolution passed at an Annual or Special General Meeting for which due notice has been given to all Members as provided for elsewhere in this Constitution. All such amendments repeals and/or additions shall not become effective until the appropriate approvals have been received from the Commissioner for Fair Trading as provided for under the ACT.