The following is a notice of motion to be put at the next meeting on 13th August 2008 (AGM) and relates to the changes in the constitution described in the preamble below.

"That, in order to satisfy requirements of the Australian Taxation Office regarding certain financial aspects, as well as to be specific about our purposes, the Rokeby Crossover Friends Group adopt its own Constitution, that is, its own Statement of Purposes and Rules, the said document being that dated 24th April 2008, as promoted publicly through the Group's website since that date."

                                                                           

ROKEBY and CROSSOVER FRIENDS GROUP INC.

CONSTITUTION (STATEMENT OF RULES)

Preamble:

Rokeby and Crossover Friends Group Inc (RCFG) - an incorporated association, registered with Consumer Affairs Vic on 6.1.04, inc. no. A0045189M is an affiliate of the Victorian Environment Friends Network (VEFN)

To date RCFG has adopted the approved Model Rules for a Friends Group as its  Rules/Constitution.  The VEFN  advises  that these Model Rules, promulgated to its members/affiliates, was approved by Consumer & Business Affairs Victoria on 22.5.01.

RCFG has applied to the Australian Taxation office for endorsement as a tax concession charity (charitable institution).  In response the ATO has required certain set provisions in our Constitution.  These provisions are to do with non-profit and asset distribution matters.  As the Model Rules (Vic) do not contain such provisions and as the Model Rules themselves cannot be amended by any incorporation, RCFG has necessarily had to prepare to adopt its own Constitution, as below. See clauses 7.1 and 9.3 for the ATO required provisions.
The following can be regarded as a draft document.

Note that the  relevant management authority for the purposes of these rules  is Parks Victoria.

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1. NAME

1.1 The name of the Group is the Rokeby and Crossover Friends Group Incorporated, hereafter called ‘the Group’.

1.2 The name of the Group can be altered and  this Statement of Rules can be altered or rescinded only by a special resolution supported by three quarters of such members of the Group as, being entitled to do so, vote at an annual general meeting or special general meeting.

1.3 Any reference to ‘the Act’ herein is a reference to the Associations Incorporation Act 1981.

2. OBJECTIVES OR PURPOSES

2.1 The objectives or purposes of the Group are:

(a) To  support and to foster public awareness of Rokeby-Crossover bushland reserve and adjacent environment.

(b) To undertake special projects selected by the Group in consultation with Parks Victoria.

(c) To bring into contact people with an interest in Rokeby-Crossover bushland environment.

(d)  To protect and preserve  indigenous flora and fauna and features (scenic, archaeological, geological, historic or scientific) in the Rokeby-Crossover bushland reserve

(e) To foster community involvement in, and enjoyment of, the Rokeby-Crossover bushland reserve  in accordance with these purposes.

3. MEMBERSHIP

3.1 Membership  is open to any person who supports the purposes of the Group, is prepared to comply with this Statement of Rules, and pays the set annual fee; provided that the Group may reject an application for membership on the ground that its acceptance would be against the Group's interests.

3.2 An application for membership shall be:

(a) in writing in the form determined by the Committee;

(b) accompanied by the set annual fee; and

(c) lodged with the Secretary.

3.3 The Committee will consider and accept or reject each membership application as soon as practicable.

3.4 All members have a right of access upon reasonable request to the Secretary to all records and documentation held by the Group.

Set Annual Membership Fee

3.5 There is an annual membership fee the level of which is set at each Annual General Meeting and which is payable in advance by 1 July each year.

Register of Members

3.6 A register containing the name, contact details and date of  joining of each member will be kept by the Committee or delegated member.

3.7 Membership ceases if a member:

(a) resigns in writing to the Secretary taking effect from the date stated, otherwise immediately upon the Secretary’s receipt of the resignation;

(b) is unfinancial from 1 August, being one calendar month from when the annual membership fees are due;

(c) is expelled; or (d) dies.

Expulsion and Suspension of a Member

3.8 The Committee may, if it finds that a member has acted against the interests of the Group:

(a) expel that member from the Group, or

(b) suspend some or all of the membership rights of that member.

3.9 A member whose suspension or expulsion is proposed has the right to oppose the proposal in person or in writing and will be given at least 21 days notice of the hearing of the proposal.

Grievance Procedure

3.10 The following procedure applies to disputes under these rules between a member and another member or between a member or members and the Group.

(a) Within 14 days after the dispute comes to the attention of the parties to the dispute they must meet and if possible resolve the dispute.

(b) If the parties are unable to resolve the dispute, or if a party fails to attend that meeting, the parties must, within 10 days, hold a meeting in the presence of a mediator.

(c) The mediator must be an agreed person chosen by the parties, or in the absence of agreement -

(i) in a dispute between a member and another member, a person appointed by the Committee; or

(ii) in a dispute between a member or members and the Association, a person who is a mediator appointed or employed by the Dispute Settlement Centre of Victoria (Department of Justice).

(d) A member of the Group can be a mediator.

(e) The parties to the dispute must, in good faith, attempt to settle the dispute.

(f) The mediator, in conducting the mediation, must -

(g) give the parties every opportunity to be heard; and

(ii) allow due consideration by all parties of any written submission from any party; and

(iii) ensure that natural justice is accorded the parties throughout the mediation process.

(h) The mediator must not determine the dispute.

(i) If the mediation process does not result in the dispute being resolved, the parties may seek to do so in accordance with the Act or otherwise at law.

Life and Honorary Members

3.11 The Committee may grant honorary membership for a period of one year to a person in recognition of service to the Group.

3.12 Life membership for outstanding service to the Group  may be granted to a member on the recommendation to the Committee by resolution of a general meeting.

4. PATRON

A person may be invited to be a Patron of the Group by resolution of a general meeting. Patrons are not members of the Group and do not have the responsibilities or rights of a member.

5. GENERAL MEETINGS

5.1 An Annual General Meeting will be called by the Committee for a date as soon as practicable but not more than three months after the end of the Group's financial year.

5.2 The ordinary business of the Annual General Meeting will be:

(a) To confirm the minutes of the previous Annual General Meeting.

(b) To receive and consider the financial statement submitted in accordance with section 30(3) of the Act.

(c) To fill the elective positions established by this Statement of Rules.

(d) To appoint the Public Officer, Auditor (if required by law) and other officers of the Group.

(e) Any business of which notice has been given.

5.3 Additional general meetings, to be known as Special General Meetings may be called for a specified purpose or purposes by the Committee or at the written request of at least one quarter of the membership.

5.4 Members will be given at least 21 days notice in writing of any Annual General Meeting or Special General Meeting and of the business to be conducted at such a meeting.

5.5 Each member is entitled to appoint another member as their proxy to an Annual General Meeting or Special General Meeting by notifying the Secretary in writing before the nominated starting time for that meeting.

5.6 The quorum at a general meeting is (five) members present in person.

5.7 A general meeting of the Group will be chaired by the Convenor, or another member appointed by the meeting.

5.8 Each financial member has one vote only, either personally or by proxy and the chairperson has a second or casting vote.

6. COMMITTEE

6.1 The Committee is responsible for managing and coordinating the Group and ensuring that the resolutions of general meetings are implemented.

6.2 The Committee will be elected by members of the Group and will comprise:

Convenor, (Vice-Convenor), Secretary, Treasurer and ordinary members.

The offices of Secretary and Treasurer may be held by one individual.

6.3 Meetings of the Committee may be convened by the Convenor or by any two Committee members.

6.4 At least 7 days notice of meetings will be given to Committee members.

6.5 The quorum for the Committee is a majority of its members.

6.6 Each Committee member has one vote and the chairperson has a second or casting vote.

6.7 The Committee will keep in its custody or control all documents relating the Group.

6.8 The Secretary will keep minutes of the resolutions and proceedings of the each general meeting and each committee meeting, and the names of the persons present at such meetings.

6.9 The Committee may establish and maintain policies and  procedures for implementing the purposes stated in this Statement of Rules.

7. FINANCIAL MANAGEMENT

7.1 The assets and income of the Group will be applied solely to further the purposes of the Group and no portion will be distributed directly or indirectly to members except as bona fide compensation for services rendered or expenses incurred on behalf of the Group.

7.2  The funds of the Group will be derived from subscriptions, donations and such other sources as the Committee determines, and will be applied to the pursuit of the purposes of the Group as stated  in this Statement of Rules.

7.2 The Treasurer will collect and receive all moneys, make all authorised payments, and keep correct records and details of all assets, receipts and expenditures.

7.3 All cheques, drafts, bills of exchange, promissory notes and other negotiable instruments will be signed by two  members of the Group approved by the Committee.

7.4 The financial year will start on 1st July and end on 30th June the following year unless otherwise determined by a general meeting.

7.5 At the close of each financial year the Treasurer will prepare for  the Annual General Meeting a financial statement containing the following information:

(a) The income and expenditure of the Group during its last financial year;

(b) The assets and liabilities of the Group at the end of its last financial year;

(c) The mortgages, charges and securities of any description affecting any of the property of the Group at the end of its last financial year;

(d) In respect of each trust of which the Group was trustee during a period, being the whole or any part of its last financial year

(i) the income and expenditure of the trust during that period; and

(ii) the assets and liabilities of the trust during that period.

7.6 The Committee may recommend payment of an honorarium. Such recommendation must be approved at an Annual General Meeting or Special General Meeting.

8. ELECTIONS

8.1 All elected positions become vacant before the agenda item 'election' at the Annual General Meeting.

8.2 A call for nominations for all elected positions will be published in advance to members.

8.3 A member may nominate for any number of elected positions, but may be elected to only one position save that the positions of Secretary and Treasurer may be combined.

8.4 All nominations will be presented to the Annual General Meeting.

8.5 If the number of nominations received for any position at the close of nominations is equal or less than the number of vacancies to be filled, the nominee(s) will be deemed to be elected.

8.6 If insufficient nominations are received to fill any position at the close of nominations, nominations from the floor shall be accepted at the Annual General Meeting.

8.7 If the number of nominations received for any position at the close of nominations, exceeds the number of vacancies to be filled, a ballot will be conducted.

8.8 The Committee may co-opt a member to fill any casual vacancy through the year and any position not filled at the Annual General Meeting

Casual Vacancies

8.11 A casual vacancy will exist if a member of the Committee ceases to be a member of the Group; resigns from such position in writing; becomes insolvent within the meaning of the Companies (Victoria) Code; dies; or has their position declared vacant at a general meeting.

8.12 The Committee may fill any casual vacancy by the appointment of any member for the remaining term of office.

8.13 A Returning Officer appointed by the Committee will  conduct elections.

9. DISSOLUTION

9.1 Should the Group face possible dissolution Parks Victoria as the relevant management authority will be consulted for any advice it may wish to provide as to process.

9.2  The Group may be wound up voluntarily only by a special resolution which is supported by three quarters of such members as, being entitled to do so, vote at an Annual General Meeting or Special General Meeting. Not less than 21 days notice will be given of the intention to propose such special resolution.

9.3 In the event of winding up or cancellation of the incorporation of the Group the residual assets of the Group after the satisfaction of all debts and liabilities will be transferred to another organisation which has similar purposes and which also has rules prohibiting the distribution of its assets and income to members.