Our Rules
Our Rules
1. Name
The name of the association shall be the Gay and Lesbian Welfare Association Inc. (in these Rules called "The Association")
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2. Objects
The objects for which the Association is established are:
- to provide a community resource for the welfare of people who are disadvantaged because of their sexuality,
- to provide counselling support, information and referrals for those in need in the community.
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3. Powers
The powers of the Association are:
- to subscribe to, become a member of and co-operate with any other association, club or organisation, whether incorporated or not, whose objects are altogether or in part similar to those of the Association provided that the Association shall not subscribe to or support with its funds any club, association or organisation which does not prohibit the distribution of its income and property among its members to an extent at least as great as that imposed on the Association under or by virtue of Rule 24(x) hereof;
- in furtherance of the objects of the Association to buy, sell and deal in all kinds of articles, commodities and provisions, both liquid and solid, for the members of the Association or persons frequenting the Association's premises;
- to purchase, take on lease, hire or otherwise acquire any lands, buildings, easements or property, real an personal, and any rights or privileges which may be requisite for the purposes of, or capable of being conveniently used in connection with, any of the objects of the Association, provided that in case the Association shall take or hold any property which may be subject to any trusts the Association shall only deal with the same in such manner as is allowed by law having regard to such trusts;
- to enter into any arrangements with any Government or Authority that are incidental or conducive to the attainment of the objects and the exercise of the powers of the Association; to obtain from any such Government or Authority any rights, privileges and concessions which the Association may think it desirable to obtain. and to carry out, exercise and comply with any such arrangements, rights, privileges and concessions;
- to appoint, employ, remove or suspend such people as may be necessary or convenient for the purposes of the Association;
- to remunerate any person or body corporate for services rendered, or to be rendered;
- to construct, improve, maintain, develop, work, manage, carry out, alter or control any houses, buildings, grounds, works or conveniences which may seem calculated directly or indirectly to advance the Association's interests, and to contribute to, subsidise or otherwise assist and take part in the construction, improvement, maintenance,development, working, management, carrying out, alteration or control thereof;
- to invest and deal with the money of the Association not immediately required in such manner as may from time to time be thought fit subject where applicable to Regulation 32(14) of the Collections Regulations 1975;
- to take, or otherwise acquire, and hold shares, debentures or other securities of any company or body corporate;
- in furtherance of the objects of the Association to lend and advance money or give credit to any person or body corporate; and to guarantee and give guarantees or indemnities for the payment of money by any person or body corporate, and otherwise to assist any person or body corporate;
- to borrow or raise money either alone or jointly with any other person or legal entity in such manner as may be thought proper;
- in furtherance of the objects of the Association to sell, improve, manage, develop, exchange, lease, dispose of, turn to account or otherwise deal with all or any part of the property and rights of the Association;
- to take or hold mortgages, liens or charges, to secure payment of the purchase price, or any unpaid balance of the purchase price, of any part of theAssociation's property of whatsoever kind sold by the Association, or any money due to the Association from purchasers and others;
- to take any gift or property whether subject to any special trust or not, for any one or more of the objects of the Association but subject always to the proviso in sub-rule 3(iii);
- to take such steps by personal or written appeals, public meetings or otherwise, as may from time to time be deemed expedient for the purpose of procuring contributions to the funds of the Association, in the shape of donations, annual subscriptions or otherwise;
- to print and publish any newspapers, periodicals, books or leaflets that the Association may think desirable for the promotion of its objects;
- in furtherance of the objects of the Association to amalgamate with any one or more incorporated associations having objects altogether or in part similar to those of the Association and which shall prohibit the distribution of its or their income and property among its or their members to an extent at least as great as that imposed upon the Association under or by virtue of Rule 24a
- in furtherance of the objects of the Association to purchase or otherwise acquire and undertake all or any part of the property, assets, liabilities, and engagements of any one or more of the incorporated associations with which the Association is authorised to amalgamate;
- in furtherance of the objects of the Association to transfer all or any part of the property, assets, liabilities and engagements of the Association to any one or more of the incorporated associations with which the Association is authorised to amalgamate;
- to make donations for charitable or community purposes;
- to do all such other things are incidental or conducive to the attainment of the objects and the exercise of the powers of the Association.
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- The membership of the Association shall consist of:
- Ordinary members who are individuals or organisations who are not Group Members.
- Group members which are organisations for gay, lesbian, bisexual or transsexual people, whether incorporated or not, or other organisations which support gay, lesbian, bisexual or transsexual people; provided that each Group Member may appoint two Voting Representatives to represent it at all meetings of the Association; and
- Life Members who are people who have been elected to Life Membership at an Annual General Meeting.
- The number of Members in each class shall be unlimited.
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5. Application for membership
An application for membership shall be in writing in such form as from time to time prescribed by the Association and shall be signed by the applicant.
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6. Membership fees
- The membership fees for each class of membership shall be such sum as the members shall from time to time at any general meeting so determine.
- The membership fees for each class of membership shall be payable at such time and in such manner as the Association shall from time to time determine.
- A financial member at any material time is a member who is not then indebted to the organisation in respect of annual subscription or levy or other payment whatsoever.
- Only those members who are financial members at the time shall be entitled, subject to the lawful procedure of the meeting, to speak or vote upon any motion at any general meeting of the organisation.
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7. Admission and rejection of membership
- At the next general meeting after the receipt of any application and the fee applicable for any class of membership, such application shall be considered and the applicant shall be admitted or rejected.
- Upon the acceptance or rejection of an application for any class of membership the Secretary shall forthwith give the applicant notice in writing of such acceptance or rejection
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8. Termination of membership
- A member may resign from the Association at any time by giving notice in writing to the Secretary. Such resignation shall take effect at the time such notice is received by the Secretary unless a later date is specified in the notice when it shall take effect on that later date.
- The membership of a Member shall lapse three months after non-payment of any annual subscription due from the Member provided at least two reminders have been sent to the last known address of the Member. Any such lapsed Member shall be entitled to have their membership reinstated automatically within three months of the date of the lapse if they pay any past membership fees due.
- If a member
- is convicted of an indictable offence; or
- fails to comply with any of the provisions of the Rules; or
- conducts themself in a manner considered to be injurious or prejudicial to the character or interests of the Association,
the Association shall consider whether their membership shall be terminated.
- The member concerned shall be given a full and fair opportunity of presenting their case and if the Association resolves to terminate their membership it shall instruct the Secretary to advise the member in writing accordingly.
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9. Review of rejection or termination of membership
- There is no right of appeal against rejection or termination of membership.
- A person whose application for membership has been rejected or whose membership has been terminated may within one month of receiving written notification thereof, lodge with the Secretary written notice of their intention to request a review of the decision.
- Upon receipt of notification of intention to request a review of rejection or termination of membership the Secretary shall convene, within six weeks of the date of receipt of such notice, a general meeting to determine the request. At any such meeting the applicant shall be given the opportunity to fully present their case. The request shall be determined by the members present at such meeting.
t;li>Where a person whose application is rejected does not request a review of the decision within the time prescribed by these Rules or so requests but the request is unsuccessful, the Secretary shall forthwith refund the amount of any fee paid.
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10. Register of members
- The Secretary shall cause a Register to be kept in which shall be entered the names and residential addresses of all persons admitted to membership of the Association and the dates of their admission.
- Particulars shall also be entered into the Register of deaths, resignations, terminations and reinstatements of membership and any further particulars as the Association may require from time to time.
- The register shall be open for inspection at all reasonable times by any member who previously applies to the Secretary for such inspection.
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11. Officers
- There shall be a Female Co-Convenor, Male Co-Convenor, Secretary and Treasurer elected at each Annual General Meeting in accordance with Rules 15 and 19 hereof. Nominations in writing for these positions, signed by two financial members and the nominee, must be received by the Secretary at least two weeks prior to the Annual General Meeting. If no such nominations are received for any position, nominations may be taken at the time of the Meeting.
- An officer appointed under sub-Rule 11(i) hereof may resign from office on giving written notice to the Secretary or may be removed from office at a general meeting if such removal has been proposed in the notice of that meeting. There is no right of appeal against such removal.
- A replacement for an officer who resigns or is removed may be appointed at a general meeting at which notice of an intended replacement has been given in the notice of the meeting.
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12. Management Committee
- There shall be a Management Committee which shall consist of the Female Co-Convenor, Male Co-Convenor, Secretary and Treasurer from time to time which shall meet not less frequently than once every two months. The Management Committee shall also have the power to carry out the day-to-day running of the Association and the power to interpret these Rules in any case in which they are silent.
- No decision shall be taken by the Management Committee which is in any way inconsistent with a previous decision at a general meeting and, except in exceptional circumstances, no decision shall be taken by the Management Committee that has not previously been agreed by a general meeting.
- A quorum at a meeting of the Management Committee shall be three of its members, and notices of meetings shall be sent out in the same way as notices of general meetings in Rule 15 here-of.
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13. Committees
- The Association may delegate any of its powers to a committee consisting of such members of the Association or others as they think fit. Any committee so formed shall in the exercise of the powers so delegated conform to any regulations that may be imposed on it.
- A committee may choose a convenor for its meetings. If no such convenor is chosen, or if at any meeting the convenor is not present within ten minutes after the time appointed for holding the meeting, the members present may choose one of their number to be convenor of the meeting.
- A committee may meet and adjourn as it thinks proper.
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14. Regular general meetings
- General meetings shall be held no less frequently than two-monthly and all members shall be given at least 14 days notice of each general meeting; provided that such notice need not specify the business to be transacted at that meeting
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15. Annual general meetings
- The annual general meeting shall be held within six months of the close of the financial year.
- The business to be transacted at every annual general meeting shall be:
- the receiving of the Co-Convenors' report and the statement of income and expenditure, assets and liabilities and mortgages, charges and securities affecting the property of the Association for the preceding financial year;
- the receiving of the auditor"s report upon the books and accounts for the preceding financial year;
- the election of a Female Co-Convenor, Male Co-Convenor, Secretary and Treasurer for the Association; and
- the appointment of an auditor.
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16. Special general meetings
The Secretary shall convene a special general meeting:
- on the requisition in writing signed by not less than five Members of the Association. Such requisition shall clearly state the reasons why such special general meeting is being convened and the nature of the business to be transacted thereat; or
- on being given a notice in writing of an intention to request a review of the decision to reject an application for membership or to terminate the membership of any person.
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17. Quorum
- At any general meeting the number of members required to constitute a quorum shall be not less than one-third of the Active Members at the time and shall be not less than one-twentieth of all Members at the time and shall be not less than the number of members of the Management Committee plus one.
- No business shall be transacted at any general meeting unless a quorum of members is present at the time when the meeting proceeds to business.
- If within half an hour from the time appointed for the commencement of a general meeting a quorum is not present, the meeting, if convened upon the requisition of members of the Association, shall lapse. In any other case it shall stand adjourned to the same day in the next week at the same time and place, or to such other day and at such other time and place as the members then present may determine, and if at the adjourned meeting a quorum is not present within half an hour from the time appointed for the meeting, the members present shall be a quorum.
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18. Conduct of meetings
Unless otherwise provided by these Rules, at every general meeting a Co-Convenor shall convene the meeting, or if there is no Co-Convenor, or if she or he is not present within fifteen minutes after the time appointed for the holding of the meeting or is unwilling to act, then the members present shall select one of their number to be convenor of the meeting.
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19. Decision making
- Proxies will not be allowed at any general meetings or committee meetings.
- Active members shall consist of:
- Voting Representatives of Group Members which have been represented at, or have been given leave by the Association from , three regular meetings of the Association in the last five months, together with
- Ordinary Members and Life Members who have been present at, or have been given leave by the Association from, three regular meetings of the Association in the last five months.
- All decisions at general meetings and committee meetings other than those mentioned in sub-Rule 19(iii) hereof shall be by the agreement of all Members present, provided that if there is not such agreement, then:
- the decision shall be made by the agreement of the Active members present; or
- the convenor of the meeting will call for an adjournment of the meeting, or for a delay in the making of the decision, for a short period to allow members to informally discuss the subject; or
- provided that not less than two-thirds of the Active Members present agree, a vote of Active Members present shall be taken on a resolution and such resolution shall be regarded as carried only if at least three quarters of those eligible vote in favour of it.
- Decisions in relation to:
- the election of Co-Convenors, Secretary, Treasurer or Auditor,
- the adoption of the Annual Accounts,
- changes to these Rules, or
- matters arising at a Special General Meeting shall be by the agreement of all Members present, provided that if there is not such agreement, then,
- the convenor of the meeting will call for an adjournment of the meeting, or for a delay in the making of the decision, for a short period to allow members to informally discuss the subject; or
- provided that not less than two-thirds of the Members and Voting Representatives present agree, a vote of Members and Voting Representatives present shall be taken on a resolution and such resolution shall be regarded as carried only if at least three-quarters of those eligible vote in favour of it.
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20. Minutes of meeting
The Secretary shall cause full and accurate minutes of all questions, matters, resolutions and other proceedings of every Management Committee meeting and general meeting to be entered in a book to be open for inspection at all reasonable times by any financial member who previously applies to the Secretary for that inspection. For the purposes of ensuring the accuracy of the recording of such minutes, the minutes of every Management Committee meeting shall be signed by the convenor of that meeting or the convenor of the next succeeding Management Committee meeting verifying their accuracy. Similarly, the minutes of every general meeting shall be signed by the convenor of that meeting or the convenor of the next succeeding general meeting; provided that the minutes of any annual general meeting shall be signed by the convenor of that meeting or the convenor of the next succeeding general meeting or annual general meeting.
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21. By-laws
The Association may from time to time make, amend or repeal by-laws, not inconsistent with these Rules, for the internal management of the Association and any by-law may be set aside.
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22. Alteration of rules
Subject to the provisions of the Associations Incorporation Act 1981-1990, these Rules may be amended, rescinded or added to from time to time by a special resolution carried at any general meeting; provided that no such amendment, rescission or addition shall be valid unless the same shall have been previously submitted to and approved by the Director-General, Department of Queensland Emergency Services, Brisbane and the Minister responsible for the administration of the Collections Act 1966.
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23. Common seal
The Secretary shall provide for a Common Seal and for its safe custody. The Common Seal shall only be used by the authority of the Association and every instrument to which the seal is affixed shall be signed by two of the Co-Convenors, Secretary and Treasurer.
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24. Funds and accounts
- The funds of the Association shall be deposited in the name of the Association in such Bank or Permanent Building Society as the Association may from time to time determine.
- Proper books and accounts shall be kept and maintained either in written or printed form in the English language showing correctly the financial affairs of the Association and the particulars usually shown in books of a like nature.
- All moneys shall be deposited as soon as practicable after receipt thereof.
- All amounts of one hundred dollars or over shall be paid by cheque signed by any two of the Co-Convenors, Secretary, Treasurer or other member authorised from time to time by the Association.
- Cheques shall be crossed"not negotiable" except those in payment of wages, allowances or petty cash recoupments which may be open.
- The Association shall determine the amount of petty cash which shall be kept on the imprest system.
- All expenditure shall be approved or ratified by the Management Committee or at a general meeting.
- As soon as practicable after the end of each financial year the Treasurer shall cause to be prepared a statement containing the particulars of:
- the income and expenditure for the financial year just ended; and
- the assets and liabilities and all mortgages, charges and securities affecting the property of the Association at the close of that year.
- All such statements shall be examined by the auditor who shall present his report upon such audit to the Secretary prior to the holding of the annual general meeting next following the financial year in respect of which such audit was made.
- The income and property of the Association whencesoever derived shall be used and applied solely in promotion of its objects and in the exercise of its powers as set out herein and no portion thereof shall be distributed, paid or transferred directly or indirectly by way of dividend, bonus or otherwise by way of profit to or amongst the members of the Association provided that nothing herein contained shall prevent the payment in good faith of interest to any such member in respect of moneys advanced by him or her or of remuneration to any officers or servants of the Association or to any member of the Association or other person in return for any services actually rendered to the Association provided further that nothing herein contained shall be construed so as to prevent the payment or repayment to any member of out of pocket expenses, money lent, reasonable and proper charges for goods hired by the Association or reasonable and proper rent for premises demised or let to the Association.
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25. Documents
The Secretary shall provide for the safe custody of cooks, documents, instruments of title and securities of the Association
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26. Financial year
The financial year of the Association shall close on 30 June in each year.
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27. Distribution of surplus assets
If the Association shall be wound up in accordance with the provisions of the Associations Incorporation Act 1981, and 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 of the Association, but shall be given or transferred to some other institution or institutions having objects similar to the objects of the Association, gifts to which are allowable deductions under Section 78(4) and (5) of the Income Tax Assessment Act, and which shall prohibit the distribution of its or their income and property among its or their members to an extent at least as great as is imposed on the Association under or by virtue of Rule 24(x), such institution or institutions to be determined by the members of the Association.
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