🚀 go-pugleaf

In <1992Jan3.234910.15691@DIALix.oz.au>
   johnv@DIALix.oz.au (John Verhoeven) writes:

>         Amiga Developers Association of Western Australia
>			Annual General Meeting
>	===================================================
>         Date:  Wednesday, January 8, 1992.
>	 Time:  6:30pm to 10:00pm.
>	 Venue: Room G2, Alexander Library, Perth.
	 Western Australia

Oh. I think we'll also be discussing the adoption of:


                            Proposed
                        Constitution for
      the Amiga Developers Association of Western Australia

                                NAME
  1.     The association shall be known as the Amiga Developers
         Association of Western Australia, abbreviated
         hereinafter to ADAWA.

                             DEFINITIONS
  2. (1) In these rules, unless otherwise stated:
         ``he'', ``him'' and ``his'' shall also be construed to
         mean ``she'', ``her'' and ``hers'' respectively;
         ``Financial year'' means the period from 1 May to 30
         April;
         ``General Committee Member'' shall mean a general member
         of the Management Committee;
         ``mail'' shall imply the transmission of information in
         written or printed form, first-class pre-paid, via the
         general post or public or private courier service;
         ``unfinancial member'' shall mean any member whose most
         recent term of membership has expired and who has not
         yet paid the subscription for the next twelve month
         period;
         ``voting member'' shall mean any member entitled to cast
         a vote.
     (2) Words or expressions in these rules shall be interpreted
         in accordance with, and subject to, the Laws of the
         State of Western Australia, as in force from time to
         time.
     (3) If any doubt arises as to the proper construction or
         meaning of any clauses in these Rules, the decision of
         the Management Committee thereon shall be final and
         conclusive provided such decision be reduced to writing
         and recorded in the minutes of a meeting of Management
         Committee.

                                AIMS
  3. (1) The aims for which ADAWA is established are to provide a
         forum for exchange of ideas and processes relating to
         development of hardware and software for Amiga Computer
         systems, including but not restricted to networking,
         graphics, user interfaces, programming and development
         environments, and related standards.
     (2) For the furtherance of these aims and to achieve its
         purposes, ADAWA may carry out any or all of the
         following activities: conduct technical meetings,
         conferences, discussion groups, panels, lectures and
         other types of meeting; prepare and distribute a
         newsletter and other publications; collect software and
         distribute said software to its members for their use;
         subscribe to or cooperate with or affiliate with or
         amalgamate with other associations formed elsewhere with
         similar aims; accumulate assets; and establish and
         promote other activities not included in the above list
         consistent with its aims for the benefit of its members.

                      ELIGIBILITY FOR MEMBERSHIP
  4.     Any individual or organisation who subscribes to the
         aims of the association, and who agrees to be bound by
         its rules and regulations, and who has not been
         previously expelled from the association shall be
         eligible to join ADAWA.

  5.     An application for membership shall be in writing on the
         form approved by the Management Committee and shall
         provide such information as shall from time to time be
         prescribed by the Management Committee.

  6. (1) Membership shall become current on the first day of the
         month following the date on which a valid membership
         application accompanied by payment of the appropriate
         entrance fee plus annual membership subscription is
         received by the Secretary, and shall continue for twelve
         months from that date.
     (2) Initial membership shall be subject to approval of the
         Management Committee.  The Management Committee shall
         advise the applicant, by mail, of the reason for
         rejecting his application, and shall refund any fees or
         subscriptions accompanying his application.
     (3) Upon completion of the initial membership period and any
         subsequent periods, membership may be renewed for a
         further period of twelve months by payment of an
         additional annual membership subscription.

  7. (1) There shall be three classes of members: Ordinary,
         Institutional, and Honorary Life members.
     (2) Any natural person who is eligible to be a member may
         become an Ordinary Member.
     (3) Any person or organisation who is eligible to be a
         member may become an Institutional Member.
     (4) Any Ordinary Member of not less than three years
         standing, and who has rendered special services to ADAWA
         may be nominated for election as Honorary Life Member.

  8.     All Ordinary Members, Institutional Members and Honorary
         Life Members whose membership is current shall be
         entitled to cast a vote.  Institutional Members shall
         advise the Secretary, in writing, of the name of the
         natural person who holds the Institutional Member's
         proxy.

                   MEMBERSHIP SUBSCRIPTIONS AND FEES
  9.     The Management Committee shall determine before the
         commencement of each financial year a scale of fees for
         entrance to ADAWA, and for annual subscriptions for each
         class of membership to be applied during that financial
         year.

                          REGISTER OF MEMBERS
 10. (1) The Secretary shall keep, or cause to be kept, and
         maintain, or cause to maintain, a register of members in
         which shall be entered the full name and address of each
         member and the register shall be available for
         inspection by members at the address of the Secretary.
     (2) Nothing in the previous subsection shall entitle any
         member to make a copy of the register of members, except
         with the permission of the Management Committee, and on
         such terms and conditions as the Management Committee
         shall from time to time determine.

                       TERMINATION OF MEMBERSHIP
 11. (1) A member may resign his membership at any time by giving
         notice in writing to the Secretary.  No member who
         resigns shall have any claim for a refund of
         subscriptions paid.
     (2) A member who has been unfinancial for more than three
         calendar months shall be deemed to have resigned his
         membership, and shall no longer be entitled to any
         privileges enjoyed by members.
     (3) Former members who have resigned will be entitled to
         rejoin ADAWA on the same basis as new members joining
         ADAWA.

                         EXPULSION OF MEMBERS
 12.     Upon receipt of a petition so requesting from ten or
         more members, or half the membership, whichever is less,
         the Management Committee shall call upon any member to
         explain any alleged misconduct, and the Management
         Committee shall have power to suspend or expel any
         member who in its opinion has either been guilty of
         misconduct or has acted prejudicially to the interests
         of ADAWA or who has wilfully infringed any of the Rules
         of ADAWA.

                           RIGHTS OF MEMBERS
 13. (1) Each voting member shall be entitled to attend all
         meetings of ADAWA, including meetings of the Management
         Committee, provided any prescribed attendance fee is
         paid.
     (2) Each voting member shall be entitled to receive a copy
         of the association's newsletter.
     (3) Each Institutional Member shall be entitled to nominate
         two natural persons to attend all meetings of ADAWA,
         including meetings of the Management Committee provided
         any prescribed attendance fee is paid.

                           GENERAL MEETINGS
 14.     The Annual General Meeting shall be held within the
         first half of each calendar year.  The date and general
         location of each Annual General Meeting shall be
         determined at the preceding Annual General Meeting but
         either the date or location or both may be changed by
         the Management Committee if it proves impossible or
         highly inconvenient to meet at the location previously
         selected or on the date previously selected.

 15.     An Ordinary General Meeting of ADAWA may be called by
         the Management Committee in conjunction with any
         technical meeting or conference or other function where
         attendance by a quarter or more of the voting members is
         expected by the Management Committee.

 16. (1) Written notice of the time and place for each meeting
         and its agenda shall be mailed to each voting member of
         ADAWA at least four weeks before the date of the Annual
         General Meeting, and at least 1 week for other meetings
         or conferences.

     (2) Business conducted at such meetings shall be confined to
         matters included in the written agenda, reports from
         Officers, and resolutions instructing the Management
         Committee to conduct a formal ballot of the membership
         on matters of substance.  Such resolutions shall not be
         binding on the Management Committee unless the meeting
         was attended by at least twenty voting members, or half
         the membership, whichever is less, and the resolution
         was supported by at least three-quarters of the members
         voting.
     (3) All voting members shall be entitled to cast one vote.
     (4) Any voting member may award his proxy to another voting
         member for the period of a single General Meeting
         providing he so notifies the Secretary in writing prior
         to commencement of the General Meeting.

 17. (1) Upon receipt of a petition so requesting from ten or
         more members, or half the membership, whichever is less,
         the Secretary shall call a Special General Meeting of
         ADAWA for a date no later than two calendar months after
         receipt of the petition.
     (2) The business of the meeting shall be confined to matters
         described in the petition and to other matters
         specifically provided for in these rules and recorded in
         the written agenda sent to all voting members by mail at
         least four weeks before the date set for the Special
         General Meeting.
     (3) If the Management Committee does not cause a Special
         General Meeting to be held within two months after the
         date on which the petition is received at the address of
         the Secretary, the members presenting the petition or
         any of them, may convene a Special General Meeting to be
         held not later than four months after the date of that
         petition.
     (4) A Special General Meeting convened by members in
         pursuance of these rules shall be convened in the same
         manner as nearly as possible as that in which those
         meetings are convened by the Management Committee and
         all reasonable expenses incurred in convening the
         meeting shall be refunded by ADAWA to the persons
         incurring the expenses.

 18. (1) For each General Meeting, ( Annual General Meeting,
         Ordinary General Meeting or Special General Meeting )
         the quorum shall be twenty or one half of the voting
         membership, whichever is the lesser, members personally
         present and entitled to vote.
     (2) If within an hour after the appointed time for the
         commencement of a General Meeting, a quorum is not
         present, the meeting if convened upon the requisition of
         members shall be dissolved.
     (3) In other cases the meeting shall be deferred to a place
         and time determined by the Management Committee.  If
         that meeting is to be at the same location on the
         following day then notice of the meeting may be given by
         posting a notice at the location specifying the time of
         the meeting and the business to be conducted no less
         than four hours before the time of the meeting.  In any
         other case notice shall be given as for any other
         General Meeting.

 19.     At all General Meetings of ADAWA the Chair shall be
         taken by the President, or in his absence, by a member
         elected by the meeting.

                              OFFICERS
 20.     The Officers of ADAWA shall be: the President; the
         Secretary; and the Treasurer.

                         MANAGEMENT COMMITTEE
 21.     The management and control of the business and general
         affairs of ADAWA shall be vested in a Management
         Committee of no less than three, and no more than six
         members, namely: the President; the Secretary; the
         Treasurer; and no more than three General Committee
         Members.

                              ELECTIONS
 22. (1) The election of Officers and General Committee Members
         shall be by a ballot, held at the Annual General
         Meeting.
     (2) Nominations for each position shall be received by the
         Secretary.  Each nomination must be seconded by at least
         two voting members, and must be accepted by the
         nominated member who must be a natural person and
         financial voting member of ADAWA of at least one year's
         standing.
     (3) Where only one valid nomination is received for a
         particular position by the close of nominations, the
         nominee shall be declared elected forthwith, and no
         ballot for that position shall be held.
     (4) Any position for which no nomination is received, or
         which remains unfilled after the election has been
         conducted, shall be considered as a vacancy on the
         Management Committee, and handled as specified in these
         rules.
     (5) While any Ordinary Member may be nominated to more than
         one office or position, no person shall be elected to
         more than one position.  Ballots shall be determined in
         the following order: for President, for Secretary, for
         Treasurer, and for General Committee Members, if any.
     (6) All voting members shall be entitled to cast one vote
         per elected position.

 23.     The term of office for all Officers and General
         Committee Members shall be for one year, commencing one
         calendar month after the Annual General Meeting.

                  VACANCIES ON THE MANAGEMENT COMMITTEE
 24. (1) The position of any Officer or General Committee Member
         shall be vacated if the member fails to attend any
         Management Committee meeting, or otherwise neglects his
         duties as determined by the rules of the Management
         Committee, without furnishing a satisfactory
         explanation, and if the Management Committee resolves
         that his office be vacated, or if the member ceases to
         be a member of ADAWA.
     (2) Should the office of President be vacant, the Treasurer
         shall become President, and the office of Treasurer
         shall become vacant instead.  If for this reason, or for
         any other, at any time any of the other Principal
         Officers ( Secretary or Treasurer ) be unable to
         continue in office for any reason, then the Management
         Committee shall appoint one of their number to the
         vacant office.
     (3) Should a vacancy occur among the other Officers, or
         among the General Committee Members, then the Management
         Committee shall appoint an Ordinary Member of ADAWA, who
         is eligible to be elected to the position, to fill the
         vacancy.
     (4) Should a vacancy occur as the result of the creation of
         a new position, the vacancy shall be filled as specified
         in these rules.
     (5) The Management Committee shall make the approval of such
         appointments an order of business for the next General
         Meeting of ADAWA if any such meeting will be held before
         the next election of Officers and General Committee
         Members.

                     MANAGEMENT COMMITTEE MEETINGS
 25. (1) The Management Committee shall meet formally at least
         two times per year.
     (2) Notification of time, place and agenda for each meeting
         shall be made in writing to each member of the Committee
         by the Secretary at least one week in advance.
     (3) All members of ADAWA are entitled to be present at such
         meetings, and may speak when invited by the Chairman,
         but only members of the Management Committee may vote.

 26.     At meetings of the Management Committee the President
         shall take the chair, or in his absence, a member of the
         Management Committee elected by the meeting.

 27.     The quorum for such a meeting shall be three.  If a
         quorum is not present at the nominated time for the
         start of the meeting, the commencement of the meeting
         may be delayed for up to one hour, and if at that time a
         quorum is still not present the meeting shall be
         dissolved.

 28.     Resolutions of the committee shall require a simple
         majority of the members present and voting.  The
         chairman shall have an additional casting vote in the
         event of a tie.

                        DISTRIBUTION OF INCOME
 29.     The income and property of ADAWA, however derived, shall
         be applied solely towards the aims and purposes of ADAWA
         as set out in these Rules, and no portion thereof shall
         be paid or transferred directly or indirectly by way of
         dividend to any member of ADAWA at any time.

 30.     ADAWA shall not appoint a person who is a member of the
         Management Committee to any office in the gift of the
         association, the holder of which is payable any
         remuneration by way of salary, fees or allowances.

 31.     Notwithstanding the previous section ADAWA may
         compensate reasonable expenses actually incurred by any
         member in the conduct of the business of ADAWA under the
         direction of the Management Committee.

         AFFILIATION OR AMALGAMATION WITH OTHER ORGANISATIONS
 32.     The Management Committee may at any time seek or discuss
         the possibility of affiliation or amalgamation with any
         other organisation whose aims are similar to or
         compatible with those of ADAWA.  No agreement for
         affiliation or amalgamation may be finalised until the
         matter has received the assent of three-quarters of the
         members voting in a ballot at a General Meeting.

                         DISSOLUTION OF ADAWA
 33. (1) Upon receipt of a petition requesting the dissolution of
         ADAWA from ten or more voting members, or half the
         membership, whichever is less, the Secretary shall
         arrange for the question to be put to the membership by
         ballot no later than two months after the date that he
         receives the petition.
     (2) If three-quarters of the members voting agree, ADAWA
         shall be dissolved.
     (3) If upon the dissolution of ADAWA there remains after
         satisfaction of all its debts and liabilities any
         property whatsoever, the same shall not be paid to or
         distributed among the members or Chapters if any, but
         shall be given or transferred to some public educational
         institution, or other institution to be determined at or
         before the time of dissolution by resolution of the
         membership.

                          CHANGES TO THE RULES
 34.     Changes to these Rules may be initiated at the request
         of a General Meeting, or by the Management Committee.
         All proposed changes must be approved by a three-
         quarters majority of the votes received in a ballot at a
         General Meeting before having effect.

                            THE SECRETARY
 35. (1) The Secretary shall keep or cause to be kept full and
         correct minutes of all resolutions and proceedings at
         General Meetings and Management Committee meetings of
         ADAWA.
     (2) The Secretary shall conduct correspondence on behalf of
         ADAWA.
     (3) The Secretary shall, during his last month of office,
         prepare a written report on the state of the affairs of
         ADAWA for distribution to the membership.

                            THE TREASURER
 36. (1) The Treasurer shall keep or cause to be kept correct
         accounts and books and records showing the financial
         affairs of ADAWA.
     (2) The Treasurer shall notify the President and Secretary
         in writing of the usual location of said accounts, books
         and records whenever this location is changed.
     (3) The Treasurer shall receive all fees and subscriptions
         and all other monies on account of ADAWA and provide
         receipts for the same.  The Treasurer shall deposit all
         monies received into a bank account maintained by ADAWA.
     (4) The Treasurer shall receive accounts for payment for
         services rendered to ADAWA, and as directed by the
         Management Committee arrange for payment from ADAWA's
         account.

     (5) The Treasurer shall, during his last month of office,
         prepare or cause to be prepared a written report on the
         financial affairs of ADAWA for distribution to the
         membership.
     (6) The accounts and books referred to in sub-clause (1)
         shall be available for inspection by members.

                                FUNDS
 37.     The funds of ADAWA shall be derived from entrance fees,
         annual subscriptions, donations and such other sources
         as the Management Committee determines.

 38. (1) Signing Officers for ADAWA's accounts shall be the
         President, the Secretary and the Treasurer.
     (2) All cheques, drafts, and other orders for payment of
         money out of the funds of ADAWA, if for less than a
         limit established by the Management Committee, may be
         signed by only one Signing Officer.
     (3) For other amounts, each such instrument must be signed
         by at least two Signing Officers.

                                SEAL
 39. (1) The Common Seal of ADAWA shall be kept in the custody of
         the Secretary.
     (2) The Common Seal shall not be affixed to any instrument
         except by authority of the Management Committee and the
         affixing of the Common Seal shall be attested by the
         signatures either of two members of the Management
         Committee or of one member of the Management Committee
         and the Public Officer of ADAWA.

                        EXECUTION OF CONTRACTS
 40.     The Management Committee, except as otherwise provided
         in these Rules, may prospectively or retroactively
         authorise any Officer, General Committee Member, or
         member of ADAWA to enter into any contract or execute
         and satisfy any instrument, and any such authority may
         be general or confined to specific instances, except
         that any contract whose dollar value exceeds an amount
         predetermined by the Management Committee must be
         specifically authorised in advance by the Management
         Committee.

                               VOTING
 41. (1) All voting by the members with respect to the election
         of Officers and General Committee Members, with respect
         to the election of Honorary Life Members, with respect
         to changes to these Rules, and all other substantive
         matters shall be conducted at the Annual General Meeting
         or other General Meeting.
     (2) Every voting member of record as of the date of the
         General Meeting shall be entitled to vote.
     (3) The formal procedures of voting shall be determined from
         time to time by the Management Committee.

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[ "Borrowed" from AUUG/WAUG ]
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