ROGAINING is the sport of cross country navigation. A Rogaine is usually a team event of 24 hours duration involving travel on foot. Variants to this theme are permitted with the approval of ARA members.
1. NAMEThe name of the Incorporated Association is “Australian Rogaining Association Incorporated” and it may also be referred to by the abbreviation “ARA”.
2. DEFINITIONSIn this Constitution, unless the contrary intention appears -
“the Association” means the Australian Rogaining Association Incorporated.
“Member” with the initial letter capitalised means an association or body being a member of the Association in accordance with section 4.
“Council” means the council of the Association in accordance with section 5.
“member” without the capital letter means a member of a Member, or a member of the Council, as the context warrants.
“Delegate” means a delegate of a Member in accordance with section 5 (i)(a).
“The Act” means the Associations Incorporation Act of the State of South Australia, as amended.
Words importing the masculine gender include also the feminine gender.
3. AIMSThe aims of the Association are to promote the sport of Rogaining, to encourage the development of state rogaining bodies, and to foster the running of the Australian Rogaining Championships. 3A. POWERS The Association shall have all the powers conferred by section 25 of the Act.
- Membership is limited to non-profit-making organisations or associations sharing the object of promotion of the sport of Rogaining and recognised by the Council as representing Rogaining in a particular geographical area, for example a State or Territory of Australia.
- An association may apply for or be invited to take up Membership by the Council. For an invitation to be made or an application to be approved there must be a resolution of the Council gaining the support of at least two thirds of Delegates.
- A Member must pay an annual levy which shall be determined by the Council having due regard for the size of that Member association.
- A Member may be expelled from the Association by a resolution approved by at least two thirds of Delegates, provided that six weeks’ notice of such a resolution is given to all Members and to all members of the Council.
- The Council shall consist of (a) two Delegates from each Member, one of whom shall be the President of the Member or his representative, and the other of whom shall be elected at a general meeting of the Member, and (b) co-opted members in accordance with section 5 (ii), and c) the immediate outgoing President of the Association as an ex officio member, and (d) the President, Secretary and Treasurer of the Association for the duration of their term of office.
- The Council may co-opt any person onto the Council, provided that there shall be no more than three co-opted members from any one State or Territory.
- The Council shall periodically or in the event of a vacancy elect an Executive comprising a President, a Secretary and a Treasurer of the Association. The term of office of Executive members shall be three years. Only the Delegates shall be eligible to vote in the election of Executive members.
- A member of the Council is deemed to have vacated his position if (a) he tenders his resignation to the Council and it is accepted by the Council, or (b) he fails to provide the Secretary with his current address, or c) his status as a Delegate of a Member is revoked by that Member, or (d) he is disqualified under the Act.
- A co-opted member of the Council may be removed from office by a majority of Delegates.
- An Executive member may be removed from office at any time by a two-thirds majority of voting members of the Council.
6. MANAGEMENTManagement of the Association is vested in the Council.
7. DUTIES OF EXECUTIVE MEMBERS
- The President shall (a) be entitled to preside over all meetings of the Council, and (b) ensure that activities of the Association are constitutional and consistent with decisions of the Council, and c) manage the day-to-day affairs of the Association, and (d) present an annual report to the Council.
- The Secretary shall (a) keep minutes of all meetings of the Council, and (b) keep all records other than financial of the Association.
- The Treasurer shall (a) receive all monies belonging to the Association and make payments directed by the Council, and (b) keep an account book of all such receipts and payments, and c) present an annual report to the Council of receipts and expenditure, of assets and liabilities, and the financial position of the Association.
7A. PUBLIC OFFICERThe Association shall have a Public Officer, who shall be a person over the age of eighteeen years and resident in the State of South Australia as required by the Act. The Public Officer shall be appointed at a meeting of the Council, except that in the case of a casual vacancy an eligible person may be appointed by the President. Such a person shall hold office until the next meeting of the Council, at which the appointment shall be confirmed or a different appointment made.
7B. FINANCIAL YEARThe first Financial Year of the Incorporated Association shall be the period ending on 31 December 1993. Subsequent Financial Years shall end on each succeeding 31 December.
- The Executive shall be responsible for the day-to-day financial affairs of the Association.
- All cheques written against the general funds of the Association shall require the signature of a majority of members of the Executive.
- The Treasurer shall be required to disclose complete records of financial dealings since the last formal Treasurer’s report if so requested by any member of the Council.
- The Council shall decide on (a) all matters involving changes in the policy of the Association, and (b) motions put to it by any member of the Council and seconded by any other member of the Council, and c) all matters involving changes to the membership of the Association, and (d) applications from Members to hold the Australian Rogaining Championships, and (e) any other matter deemed by the chairperson to be suitable for consideration by the Council.
- Notification of matters requiring consideration by the Council shall be at a duly constituted meeting of the Council or in writing to all members of the Council.
- Except where specified otherwise in this Constitution, all members of the Council including co-opted members may exercise one vote and voting shall be by simple majority of votes cast. Written proxy votes shall be accepted and counted at meeting if received by the Secretary before the meeting. On matters notified for voting in writing, votes to be valid must be received by the Secretary within twenty one days of notification.
- Quorum – In addition to all other requirements imposed by this Constitution, a decision on a motion is deemed to be valid only if made at a duly constituted meeting or if sixty percent of Delegates either vote or indicate an intention to abstain from voting on that motion.
- An Annual General Meeting shall be held in conjunction with each Australian Rogaining Championships unless the Council agrees on an alternative time in the same calendar year.
- The Secretary shall call a meeting of the Council when so directed by the President or within fourteen days of the receipt of a petition to that effect from two or more Members.
- The quorum for meetings shall be sixty percent of Delegates, which must include at least one Delegate from sixty percent of Members.
- The President shall be entitled to take the chair at any meeting of the Council. In the event that he is not present, or declines to take the chair, a chairperson shall be elected from amongst those members of the Council present. On all motions put at a meeting the chairperson shall have both a deliberative and a casting vote.
11. AUSTRALIAN ROGAINING CHAMPIONSHIPS
- The Australian Rogaining Championships shall be a Rogaine of twenty four hours’ duration, shall only be held once in any calendar year, and shall only be held with the permission of the Australian Rogaining Association Incorporated.
- Members may apply to the Council to host the Australian Rogaining Championships in any year. The application must specify the person who is to coordinate the event and such other details that the Council may require, and should reach the Secretary one year before the proposed date of the event and by September of the year preceding the event.
- The Council shall, in consultation with the Member hosting the Championships, determine the fee and/or the percentage of profits payable to the Association from the Championships.
12. COMMON SEALThe Common Seal of the Association shall be in the custody of the Secretary and shall be affixed to any document only persuant to a resolution of the Council. The affixation of the Seal shall be witnessed by either the President or the Treasurer.
13. GENERALThe income and property of the Association shall be applied solely towards the promotion of its aims as set forth in this Constitution, and no portion shall be paid or transferred directly or indirectly by way of dividend to any member of the Council. This shall not prevent payment to any servant of the Association for services rendered to the Association.
14. CONSTITUTION, AND WINDING UP
- This Constitution may be amended by a resolution agreed to by a two thirds majority of voting Delegates provided that six weeks’ notice of such a resolution is given to all members of the Council.
- The Association may be wound up in the manner provided for in the Act. Voluntary winding up shall require that a resolution to this effect be agreed to by all Members. A Member shall be deemed to support this resolution if and only if a duly constituted general meeting of the Member supports the resolution.
- If after winding up there remain surplus assets they shall be directed to one or more non-profit organisations which have similar aims to those of the Association. In the event that it is lawful under the Act to distribute any part of the surplus assets to the former Members, any such distribution shall be in proportion to their last annual levies to the Association.
- Copies of this Constitution shall be available from the Secretary.
Constitution modified from constitution of previous unincorporated association dated 11 November 1983 in accordance with resolutions of the Annual General Meeting held on 11 October 1992. Dated 3 November 1992. N. I. Smith.