NORTHERN TERRITORY OF AUSTRALIA
ASSOCIATIONS (MODEL CONSTITUTION) REGULATIONS 2004
As in force at 1 February 2023
Table of provisions
1 Citation ............................................................................................ 1
2 Adoption of model constitution......................................................... 1
3 Filing with Director ........................................................................... 1
4 Ratification of model constitution ..................................................... 2
5 Transitional matter for Justice and Licensing Legislation
Further Amendment Act 2022.......................................................... 2
Schedule Model Constitution
ENDNOTES
NORTHERN TERRITORY OF AUSTRALIA
As in force at 1 February 2023
ASSOCIATIONS (MODEL CONSTITUTION) REGULATIONS 2004
Regulations under the Associations Act 2003
1 Citation
These Regulations may be cited as the Associations (Model
Constitution) Regulations 2004.
2 Adoption of model constitution
(1) An association may adopt the model constitution in the Schedule to
these Regulations.
(2) The association must complete all the details in Part 1 of the
Schedule to the model constitution.
(3) The association may make alterations to the model constitution by
completing any of the details in Part 2 of the Schedule to the model
constitution.
(4) The association may add to the model constitution by completing
any of the details in Part 3 of the Schedule to the model
constitution.
3 Filing with Director
(1) The association must file the completed Schedule to the model
constitution with the Director:
(a) if it is not incorporated – with its application for incorporation
under section 8 of the Act; or
(b) if it is already incorporated and is altering its constitution – as
part of the documents required to be filed by section 23 of the
Act.
(2) The Director may request changes to the details in the Schedule to
the model constitution before issuing a certificate of incorporation or
approving the alteration of the constitution.
Associations (Model Constitution) Regulations 2004 2
4 Ratification of model constitution
(1) If the association adopts the model constitution on incorporation,
the constitution must be ratified by special resolution at the first
general meeting of the incorporated association.
(2) An incorporated association may not adopt the model constitution
unless the adoption is authorised, and made in the manner
provided, by the constitution of the association in force at the time.
5 Transitional matter for Justice and Licensing Legislation
Further Amendment Act 2022
If an association adopted the model constitution before the
commencement of Part 3, Division 5 of the Justice and Licensing
Legislation Further Amendment Act 2022, a reference in the
constitution to the Commissioner for Consumer Affairs is taken to
be a reference to the Director.
Schedule Model Constitution
Associations (Model Constitution) Regulations 2004 3
Schedule Model Constitution
regulation 2(1)
Part 1 Preliminary
1 Name
The name of the incorporated association (the Association) is
stated in the Schedule.
2 Objects and purposes
The objects and purposes of the Association are specified in the
Schedule.
3 Minimum number of members
The Association must have at least the number of members
specified in the Schedule.
4 Definitions
In this Constitution, unless the contrary intention appears:
Act means the Associations Act 2003 and regulations made under
that Act.
Committee means the Management Committee of the Association.
financial institution means an ADI.
general meeting means a general meeting of members convened
in accordance with clause 44.
member means a member of the Association.
register of members means the register of the Association's
members established and maintained under section 34 of the Act.
special resolution means a resolution notice of which is given
under clause 47 and passed in accordance with section 37 of the
Act.
Schedule Model Constitution
Associations (Model Constitution) Regulations 2004 4
Part 2 Constitution and powers of Association
5 Powers of Association
(1) For achieving its objects and purposes, the Association has the
powers conferred by sections 11 and 13 of the Act.
(2) Subject to the Act, the Association may do all things necessary or
convenient for carrying out its objects or purposes, and in particular,
may:
(a) acquire, hold and dispose of real or personal property;
(b) open and operate accounts with financial institutions;
(c) invest its money in any security in which trust monies may
lawfully be invested;
(d) raise and borrow money on the terms and in the manner it
considers appropriate;
(e) secure the repayment of money raised or borrowed, or the
payment of a debt or liability;
(f) appoint agents to transact business on its behalf; and
(g) enter into any other contract it considers necessary or
desirable.
6 Effect of Constitution
This Constitution binds every member and the Association to the
same extent as if every member and the Association had signed
and sealed this Constitution and agreed to be bound by it.
7 Inconsistency between Constitution and Act
If there is any inconsistency between this Constitution and the Act,
the Act prevails.
8 Altering the Constitution
(1) The Association may alter this Constitution by special resolution but
not otherwise.
(2) If the Constitution is altered, the public officer must ensure
compliance with section 23 of the Act.
Schedule Model Constitution
Associations (Model Constitution) Regulations 2004 5
Part 3 Members
Division 1 Membership
9 Application for membership
To apply to become a member of the Association a person must:
(a) submit a written application for membership to the Committee:
(i) in a form approved by the Committee; and
(ii) signed by the person and both of the members referred
to in paragraph (b); and
(b) be proposed by one member and seconded by another
member.
10 Approval of Committee
(1) The Committee must consider any application made under clause 9
at the next available committee meeting and must accept or reject
the application at that meeting or the next.
(2) If an application is rejected, the applicant may appeal against the
decision by giving notice to the Secretary within 14 days after being
advised of the rejection.
(3) If an applicant gives notice of an appeal against the rejection of his
or her application, the Committee must reconsider the application at
the next committee meeting after receipt of the notice of appeal.
(4) If after reconsidering an application the Committee reaffirms its
decision to reject the application, the decision is final.
11 Joining fee
(1) If an application for membership is approved by the Committee, the
applicant becomes a member on payment of the joining fee.
(2) The joining fee is either:
(a) a pro rata annual fee based on the remaining part of the
financial year; or
(b) the amount determined from time to time by resolution at a
general meeting.
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Associations (Model Constitution) Regulations 2004 6
12 Annual membership fees
(1) The annual membership fee is the amount determined from time to
time by resolution at a general meeting.
(2) Each member must pay the annual membership fee to the
Treasurer by the first day of each financial year or another date
determined by the Committee from time to time.
(3) A member whose subscription is not paid within 3 months after the
due date ceases to be a member unless the Committee determines
otherwise.
Division 2 Rights of members
13 General
(1) Subject to clause 14(2), a member may exercise the rights of
membership when his or her name is entered in the register of
members.
(2) A right of membership of the Association:
(a) is not capable of being transferred or transmitted to another
person; and
(b) terminates on the cessation of membership whether by death,
resignation or otherwise.
14 Voting
(1) Subject to subclause (2) and clause 18, each member has one vote
at general meetings of the Association.
(2) A member is not eligible to vote until 10 working days after his or
her application has been accepted.
15 Notice of meetings and special resolutions
The Secretary must give all members notice of general meetings
and special resolutions in the manner and time prescribed by this
Constitution.
16 Access to information on Association
The following must be available for inspection by members:
(a) a copy of this Constitution;
(b) minutes of general meetings;
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Associations (Model Constitution) Regulations 2004 7
(c) annual reports and annual financial reports.
17 Raising grievances and complaints
(1) A member may raise a grievance or complaint about a committee
member, the Committee or another member of the Association.
(2) The grievance or complaint must be dealt with by the procedures
set out in Part 8.
18 Associate members
An associate member must not vote but may have other rights as
determined by the Committee or by resolution at a general meeting.
Division 3 Termination, death, suspension and expulsion
19 Termination of membership
Membership of the Association may be terminated by:
(a) a notice of resignation addressed and posted to the
Association or given personally to the Secretary or another
committee member;
(b) non-payment of the annual membership fee within the time
allowed under clause 12(3); or
(c) expulsion in accordance with this Division.
20 Death of member or whereabouts unknown
If a member dies or the whereabouts of a member are unknown,
the Committee must cancel the member's membership.
21 Suspension or expulsion of members
(1) If the Committee considers that a member should be suspended or
expelled because his or her conduct is detrimental to the interests
of the Association, the Committee must give notice of the proposed
suspension or expulsion to the member.
(2) The notice must:
(a) be in writing and include:
(i) the time, date and place of the committee meeting at
which the question of that suspension or expulsion will
be decided; and
(ii) the particulars of the conduct; and
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Associations (Model Constitution) Regulations 2004 8
(b) be given to the member not less than 30 days before the date
of the committee meeting referred to in paragraph (a)(i).
(3) At the meeting, the Committee must afford the member a
reasonable opportunity to be heard or to make representations in
writing.
(4) The Committee may suspend or expel or decline to suspend or
expel the member from the Association and must give written notice
of the decision and the reason for it to the member.
(5) Subject to clause 22, the decision to suspend or expel a member
takes effect 14 days after the day on which notice of the decision is
given to the member.
22 Appeals against suspension or expulsion
(1) A member who is suspended or expelled under clause 21 may
appeal against that suspension or expulsion by giving notice to the
Secretary within 14 days after receipt of the Committee's decision.
(2) The appeal must be considered at a general meeting of the
Association and the member must be afforded a reasonable
opportunity to be heard at the meeting or to make representations
in writing prior to the meeting for circulation at the meeting.
(3) The members present at the general meeting must, by resolution,
either confirm or set aside the decision of the Committee to
suspend or expel the member.
(4) The member is not suspended or does not cease to be a member
until the decision of the Committee to suspend or expel him or her
is confirmed by a resolution of the members.
Part 4 Management Committee
Division 1 General
23 Role and powers
(1) The business of the Association must be managed by or under the
direction of a Management Committee.
(2) The Committee may exercise all the powers of the Association
except those matters that the Act or this Constitution requires the
Association to determine through a general meeting of members.
(3) The Committee may appoint and remove staff.
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Associations (Model Constitution) Regulations 2004 9
(4) The Committee may establish one or more subcommittees
consisting of the members of the Association the Committee
considers appropriate.
24 Composition of Committee
(1) The Management Committee consists of:
(a) a Chairperson;
(b) a Vice-Chairperson;
(c) a Secretary;
(d) a Treasurer; and
(e) any other office holder provided in the Schedule.
(2) Unless elected directly as a separate office holder, the Committee
must appoint one committee member to be the Association's public
officer.
25 Delegation
(1) The Committee may delegate to a subcommittee or staff any of its
powers and functions other than:
(a) this power of delegation; or
(b) a duty imposed on the Committee by the Act or any other law.
(2) The delegation must be in writing and may be subject to the
conditions and limitations the Committee considers appropriate.
(3) The Committee may, in writing, revoke wholly or in part the
delegation.
Division 2 Tenure of office
26 Eligibility of committee members
(1) A committee member must be a member who is 18 years or over.
(2) A committee member must also meet the criteria provided in the
Schedule.
(3) Committee members must be elected to the Committee at an
annual general meeting or appointed under clause 33.
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Associations (Model Constitution) Regulations 2004 10
27 Nominations for election to committee
(1) A member is not eligible for election to the Committee unless the
Secretary receives a written nomination for that member by another
member not less than 7 days before the date of the next annual
general meeting.
(2) The nomination must be signed by:
(a) the nominator and a seconder; and
(b) the nominee to signify his or her willingness to stand for
election.
(3) A person who is eligible for election or re-election under this clause
may:
(a) propose or second himself or herself for election or re-
election; and
(b) vote for himself or herself.
28 Retirement of committee members
(1) A committee member holds office until the next annual general
meeting unless the member vacates the office under clause 31 or is
removed under clause 32.
(2) Subject to subclause (3), at an annual general meeting the office of
each committee member becomes vacant and elections for a new
Committee must be held.
(3) The Chairperson of the outgoing Committee must preside at the
annual general meeting until a new member is elected as
Chairperson.
(4) Members may serve consecutive terms on the Committee unless
otherwise provided in the Schedule.
29 Election by default
(1) If the number of persons nominated for election to the Committee
under clause 27 does not exceed the number of vacancies to be
filled, the Chairperson must declare the persons to be duly elected
as members of the Committee at the annual general meeting.
(2) If vacancies remain on the Committee after the declaration under
subclause (1), additional nominations of committee members may
be accepted from the floor of the annual general meeting.
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(3) If the nominations from the floor do not exceed the number of
remaining vacancies, the Chairperson must declare those persons
to be duly elected as members of the Committee.
(4) If the nominations from the floor are less than the number of
remaining vacancies, the unfilled vacancies are taken to be casual
vacancies and must be filled by the new Committee in accordance
with clause 33.
30 Election by ballot
(1) If the number of nominations exceeds the number of vacancies on
the Committee, ballots for those positions must be conducted.
(2) The ballot must be conducted in a manner determined from time to
time by resolution at a general meeting.
(3) The members chosen by ballot must be declared by the
Chairperson to be duly elected as members of the Committee.
31 Vacating office
The office of a committee member becomes vacant if:
(a) the member:
(i) is disqualified from being a committee member under
section 30 or 40 of the Act;
(ii) resigns by giving written notice to the Committee;
(iii) dies or is rendered permanently incapable of performing
the duties of office by mental or physical ill-health;
(iv) ceases to be a resident of the Territory; or
(v) ceases to be a member of the Association;
(b) the member is absent from more than:
(i) 3 consecutive committee meetings; or
(ii) 3 committee meetings in the same financial year without
tendering an apology to the Chairperson;
of which meetings the member received notice and the
Committee has resolved to declare the office vacant; or
(c) in any of the circumstances provided for by the Schedule.
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32 Removal of committee member
(1) The Association, through a special general meeting of members,
may remove any committee member before the member's term of
office ends.
(2) If a vacancy arises through removal under subclause (1), an
election must be held to fill the vacancy.
33 Filling casual vacancy on Committee
(1) If a vacancy remains on the Committee after the application of
clause 29 or if the office of a committee member becomes vacant
under clause 31, the Committee may appoint any member of the
Association to fill that vacancy.
(2) However, if the office of public officer becomes vacant, a person
must be appointed under section 27(6) of the Act to fill the vacancy.
Division 3 Duties of committee members
34 Collective responsibility of Committee
(1) As soon as practicable after being elected to the Committee, each
committee member must become familiar with the Act and
regulations made under the Act.
(2) The Committee is collectively responsible for ensuring the
Association complies with the Act and regulations made under the
Act.
35 Chairperson and Vice-Chairperson
(1) Subject to subclauses (2) and (3), the Chairperson must preside at
all general meetings and committee meetings.
(2) If the Chairperson is absent from a meeting, the Vice-Chairperson
must preside at the meeting.
(3) If the Chairperson and the Vice-Chairperson are both absent, the
presiding member for that meeting must be:
(a) a member elected by the other members present if it is a
general meeting; or
(b) a committee member elected by the other committee
members present if it is a committee meeting.
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36 Secretary
The Secretary must:
(a) coordinate the correspondence of the Association;
(b) ensure minutes of all proceedings of general meetings and of
committee meetings are kept in accordance with section 38 of
the Act;
(c) maintain the register of members in accordance with
section 34 of the Act;
(d) unless the members resolve otherwise at a general meeting –
have custody of all books, documents, records and registers
of the Association, other than those required by clause 37(5)
to be in the custody of the Treasurer; and
(e) perform any other duties imposed by this Constitution on the
Secretary.
37 Treasurer
(1) The Treasurer must:
(a) receive all moneys paid to or received by the Association and
issue receipts for those moneys in the name of the
Association;
(b) pay all moneys received into the account of the Association
within 5 working days after receipt;
(c) make any payments authorised by the Committee or by a
general meeting of the Association from the Association's
funds; and
(d) ensure cheques are signed by him or her and at least one
other committee member, or by any 2 other committee
members authorised by the Committee.
(2) The Treasurer must ensure the accounting records of the
Association are kept in accordance with section 41 of the Act.
(3) The Treasurer must coordinate the preparation of the Association's
annual statement of accounts.
(4) If directed to do so by the Chairperson, the Treasurer must submit
to the Committee a report, balance sheet or financial statement in
accordance with that direction.
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Associations (Model Constitution) Regulations 2004 14
(5) The Treasurer has custody of all securities, books and documents
of a financial nature and accounting records of the Association
unless the members resolve otherwise at a general meeting.
(6) The Treasurer must perform any other duties imposed by this
Constitution on the Treasurer.
38 Public officer
(1) The public officer must ensure that documents are filed with the
Director in accordance with sections 23, 28 and 45 of the Act.
(2) The public officer must keep a current copy of the Constitution of
the Association.
Part 5 Meetings of Management Committee
39 Frequency and calling of meetings
(1) The Committee must meet together for the conduct of business not
less than 4 times in each financial year unless otherwise provided
in the Schedule.
(2) The Chairperson, or at least half the committee members, may at
any time convene a special meeting of the Committee.
(3) A special meeting may be convened to deal with an appeal under
clause 22.
40 Voting and decision making
(1) Each committee member present at the meeting has a deliberative
vote.
(2) A question arising at a committee meeting must be decided by a
majority of votes.
(3) If there is no majority, the person presiding at the meeting has a
casting vote in addition to a deliberative vote.
41 Quorum
For a committee meeting, one-half of the committee members
constitutes a quorum unless otherwise provided in the Schedule.
42 Procedure and order of business
(1) The procedure to be followed at a committee meeting must be
determined from time to time by the Committee.
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Associations (Model Constitution) Regulations 2004 15
(2) The order of business may be determined by the members present
at the meeting.
(3) Only the business for which the meeting is convened may be
considered at a special meeting.
43 Disclosure of interest
(1) A committee member who has a direct or indirect pecuniary interest
in a contract, or proposed contract, with the Association must
disclose the nature and extent of the interest to the Committee in
accordance with section 31 of the Act.
(2) The Secretary must record the disclosure in the minutes of the
meeting.
(3) The Chairperson must ensure a committee member who has a
direct or indirect pecuniary interest in a contract, or proposed
contract, complies with section 32 of the Act.
Part 6 General meetings
44 Convening general meetings
(1) The Association must hold its first annual general meeting within
18 months after its incorporation.
(2) The Association must hold all subsequent annual general meetings
within 5 months after the end of the Association's financial year.
(3) The Committee:
(a) may at any time convene a special general meeting;
(b) must, within 30 days after the Secretary receives a notice
under clause 22(1), convene a special general meeting to deal
with the appeal to which the notice relates; and
(c) must, within 30 days after it receives a request under
clause 45(1), convene a special general meeting for the
purpose specified in that request.
45 Special general meetings
(1) Half the number of members constituting a quorum for a general
meeting may make a written request to the Committee for a special
general meeting unless otherwise provided in the Schedule.
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(2) The request must:
(a) state the purpose of the special general meeting; and
(b) be signed by the members making the request.
(3) If the Committee fails to convene a special general meeting within
the time allowed:
(a) for clause 44(3)(b) – the appeal against the decision of the
Committee is upheld; and
(b) for clause 44(3)(c) – the members who made the request may
convene a special general meeting as if they were the
Committee.
(4) If a special general meeting is convened under subclause (3)(b),
the Association must meet any reasonable expenses of convening
and holding the special general meeting.
(5) The Secretary must give to all members not less than 21 days
notice of a special general meeting.
(6) The notice must specify:
(a) when and where the meeting is to be held; and
(b) the particulars of and the order in which business is to be
transacted.
46 Annual general meeting
(1) The Secretary must give to all members not less than 30 days
notice of an annual general meeting unless otherwise provided in
the Schedule.
(2) The notice must specify:
(a) when and where the meeting is to be held; and
(b) the particulars of and the order in which business is to be
transacted.
(3) The order of business for each annual general meeting is as
follows:
(a) first – the consideration of the accounts and reports of the
Committee;
(b) second – the election of new committee members;
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(c) third – any other business requiring consideration by the
Association at the meeting.
47 Special resolutions
(1) A special resolution may be moved at any general meeting of the
Association.
(2) The Secretary must give all members not less than 21 days notice
of the meeting at which a special resolution is to be proposed
unless otherwise provided in the Schedule.
(3) The notice must include the resolution to be proposed and the
intention to propose the resolution as a special resolution.
48 Notice of meetings
(1) The Secretary must give a notice under this Part by:
(a) serving it on a member personally; or
(b) sending it by post to a member at the address of the member
appearing in the register of members.
(2) If a notice is sent by post under subclause (1)(b), sending of the
notice is taken to have been properly effected if the notice is
addressed and posted to the member by ordinary prepaid mail.
49 Quorum at general meetings
At a general meeting, the number or the proportion of members
present in person specified in the Schedule constitutes a quorum.
50 Lack of quorum
(1) If within 30 minutes after the time specified in the notice for the
holding of a general meeting a quorum is not present:
(a) for an annual general meeting or special general meeting
convened under clause 44(3)(a) – the meeting stands
adjourned to the same time on the same day in the following
week and to the same place;
(b) for a meeting convened under clause 44(3)(b) – the members
who are present in person or by proxy may proceed with
hearing the appeal for which the meeting is convened; or
(c) for a meeting convened under clause 44(3)(c) – the meeting
lapses.
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Associations (Model Constitution) Regulations 2004 18
(2) If within 30 minutes after the time appointed by subclause (1)(a) for
the resumption of an adjourned general meeting a quorum is not
present, the members who are present in person or by proxy may
proceed with the business of that general meeting as if a quorum
were present.
(3) The Chairperson may, with the consent of a general meeting at
which a quorum is present, and must, if directed by the members at
the meeting, adjourn that general meeting from time to time and
from place to place.
(4) There must not be transacted at an adjourned general meeting any
business other than business left unfinished or on the agenda at the
time when the general meeting was adjourned.
(5) If a general meeting is adjourned for a period of 30 days or more,
the Secretary must give notice of the adjourned general meeting as
if that general meeting were a fresh general meeting.
51 Voting
(1) Subject to clauses 14(2) and 18, each member present in person or
by proxy at a general meeting is entitled to a deliberative vote.
(2) At a general meeting:
(a) an ordinary resolution put to the vote is decided by a majority
of votes made in person or by proxy; and
(b) a special resolution put to the vote is passed if three-quarters
of the members who are present in person or by proxy vote in
favour of the resolution.
(3) A poll may be demanded by the Chairperson or by 3 or more
members present in person or by proxy.
(4) If demanded, a poll must be taken immediately and in the manner
the Chairperson directs.
52 Proxies
A member may appoint in writing another member to be the proxy
of the appointing member to attend and vote on behalf of the
appointing member at any general meeting.
Part 7 Financial management
53 Financial year
The financial year of the Association is specified in the Schedule.
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54 Funds and accounts
(1) The Association must open an account with a financial institution
from which all expenditure of the Association is made and into
which all of the Association's revenue is deposited.
(2) Subject to any restrictions imposed by the Association at a general
meeting, the Committee may approve expenditure on behalf of the
Association within the limits of the budget.
(3) All cheques, drafts, bills of exchange, promissory notes and other
negotiable instruments must be signed by 2 committee members.
(4) All funds of the Association must be deposited into the financial
account of the Association no later than 5 working days after receipt
or as soon as practicable after that day.
(5) With the approval of the Committee, the Treasurer may maintain a
cash float provided that all money paid from or paid into the float is
accurately recorded at the time of the transaction.
55 Accounts and audits
The responsibility of the Committee under clause 34(2) for ensuring
compliance with the Act includes meeting the requirements of
Part 5 of the Act and regulations made for that Part relating to:
(a) the keeping of accounting records;
(b) the preparation and presentation of the Association's annual
statement of accounts; and
(c) the auditing of the Association's accounts.
Part 8 Grievance and disputes
56 Grievance and disputes procedures
(1) This clause applies to disputes between:
(a) a member and another member; or
(b) a member and the Committee.
(2) Within 14 days after the dispute comes to the attention of the
parties to the dispute, they must meet and discuss the matter in
dispute, and, if possible, resolve the dispute.
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Associations (Model Constitution) Regulations 2004 20
(3) If the parties are unable to resolve the dispute at the meeting, or if a
party fails to attend that meeting, then the parties must, within
10 days after the meeting, hold another meeting in the presence of
a mediator.
(4) The mediator must be:
(a) a person chosen by agreement between the parties; or
(b) in the absence of agreement:
(i) for a dispute between a member and another member –
a person appointed by the Committee; or
(ii) for a dispute between a member and the Committee – a
person who is a mediator appointed or employed by the
department administering the Act.
(5) A member of the Association can be a mediator.
(6) The mediator cannot be a party to the dispute.
(7) The parties to the dispute must, in good faith, attempt to settle the
dispute by mediation.
(8) The mediator, in conducting the mediation, must:
(a) give the parties to the mediation process every opportunity to
be heard;
(b) allow due consideration by all parties of any written statement
submitted by any party; and
(c) ensure natural justice is accorded to the parties to the dispute
throughout the mediation process.
(9) The mediator must not determine the dispute.
(10) If the mediation process does not result in the dispute being
resolved, the parties may seek to resolve the dispute in accordance
with the Act or otherwise at law.
Part 9 Miscellaneous
57 Common seal
(1) The common seal of the Association must not be used without the
express authority of the Committee and every use of that common
seal must be recorded by the Secretary.
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Associations (Model Constitution) Regulations 2004 21
(2) The affixing of the common seal of the Association must be
witnessed by any 2 of the following:
(a) the Chairperson;
(b) the Secretary;
(c) the Treasurer.
(3) The common seal of the Association must be kept in the custody of
the Secretary or another person the Committee from time to time
decides.
58 Distribution of surplus assets on winding up
(1) If on the winding up or dissolution of the Association, and after
satisfaction of all its debts and liabilities, there remains any assets,
the assets must not be distributed to the members or former
members.
(2) The surplus assets must be given or transferred to another
association incorporated under the Act that:
(a) has similar objects or purposes;
(b) is not carried on for profit or gain to its individual members;
and
(c) is determined by resolution of the members.
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Associations (Model Constitution) Regulations 2004 22
SCHEDULE
TO THE CONSTITUTION
PART 1 – MANDATORY DETAILS
Name (clause 1)
The name of the incorporated association is …………...…………………………
…………………………………………………………………………………………..
[The name of an incorporated association is the name of the association
followed by the word "Incorporated". Refer Schedule 1 of the Associations
Regulations 2004 for Unauthorised Names.]
Objects and purposes (clause 2)
The objects and purposes of the Association are as follows:
(a)
(b)
(c)
(d)
[List all the objects and purposes of the Association.]
Minimum number of members (clause 3)
The Association must have at least …………………. members.
[Under section 26 of the Act an incorporated association must not have less
than 5 members.]
Schedule Model Constitution
Associations (Model Constitution) Regulations 2004 23
Quorum at general meetings (clause 49)
At a general meeting …………………… members present in person
constitutes a quorum.
[Insert a number or fraction or percentage of total membership.]
Financial year (clause 53)
The financial year of the Association is the period of 12 months ending on
……………………………………….
[insert day and month, e.g. "30 June".]
PART 2 – REPLACEABLE DETAILS
Clause Description of clause Default detail Replacing detail
28(4) Consecutive terms of
committee members
may serve
consecutive
terms
39(1) Frequency of
committee meetings
at least 4 times
each financial
year
41 Quorum for committee
meeting
half the
committee
members
45 Number of members
who can request a
special general
meeting
half the quorum
of members for a
general meeting
46(1) Notice of an annual
general meeting
at least 30 days
47(2) Notice of special
resolution
at least 21 days
[If no entry is inserted in the column headed "Replacing detail", the "Default
detail" applies.]
Schedule Model Constitution
Associations (Model Constitution) Regulations 2004 24
PART 3 – ADDITIONAL DETAILS
Composition of Committee (clause 24)
In addition to the office holders specified in the Constitution, the Management
Committee consists of:
[List additional office holders.]
Eligibility of committee members (clause 26)
In addition to the criterion specified in the Constitution, a committee member
must meet the following criteria:
[List additional criteria.]
Vacating office (clause 31)
In addition to the circumstances specified in the Constitution, the office of a
committee member becomes vacant if:
[List additional circumstances.]
ENDNOTES
Associations (Model Constitution) Regulations 2004 25
ENDNOTES
1 KEY
Key to abbreviations
amd = amended od = order
app = appendix om = omitted
bl = by-law pt = Part
ch = Chapter r = regulation/rule
cl = clause rem = remainder
div = Division renum = renumbered
exp = expires/expired rep = repealed
f = forms s = section
Gaz = Gazette sch = Schedule
hdg = heading sdiv = Subdivision
ins = inserted SL = Subordinate Legislation
lt = long title sub = substituted
nc = not commenced
2 LIST OF LEGISLATION
Associations (Model Constitution) Regulations (SL No. 28, 2004)
Notified 11 August 2004
Commenced 11 August 2004
Statute Law Revision Act 2017 (Act No. 4, 2017)
Assent date 10 March 2017
Commenced 12 April 2017 (Gaz G15, 12 April 2017, p 3)
Justice and Licensing Legislation Further Amendment Act 2022 (Act No. 21, 2022)
Assent date 31 October 2022
Commenced pt 3: 1 February 2023; rem: 21 December 2022 (Gaz G50,
21 December 2022, p 1)
3 GENERAL AMENDMENTS
General amendments of a formal nature (which are not referred to in the table
of amendments to this reprint) are made by the Interpretation Legislation
Amendment Act 2018 (Act No. 22, 2018) to: r 1 and sch
4 LIST OF AMENDMENTS
r 3 amd Act No. 21, 2022, s 42
r 5 ins Act No. 21, 2022, s 43
sch amd Act No. 4, 2017, s 34; Act No. 21, 2022, s 44