WESTMEADOWS FOOTBALL CLUB CONSTITUTION
These rules are prepared in line with the requirements of the Associations Incorporation Reform Act 2012, hereinafter referred to the Act. (Registration Number: A0008989F)
THE NAME of the organisation is the Westmeadows Football Club Inc, hereinafter referred to as the Club.
1) Objectives
a) To promote, advance, cultivate and foster Australian Rules game of football.
b) To assist in the educational advancement of the Community by means of the development of a sense of fair play and a love of sport, in particular, Australian Rules Football.
c) To encourage, advance and assist in the development of an improved standard of physical fitness in all members of the Community, both individually and collectively.
d) The appointment of Committees as seen necessary to perform the matters referred to in (a), (b) and (c)
e) To attach itself to a suitable league so that its teams may compete regularly according to their age and standard.
f) To purchase as needed any equipment necessary for the achievement of (a), (b) and (c)
g) The income or profit of the club shall be applied solely to the promotion of the objects of the club as set out in the constitution and only decided by the Committee should any monies be paid out in faith to any person in return for actual services rendered to the Club
2) Club Management
a) The business of the Club must be managed by or under the direction of an Executive Committee.
b) The President of the club will convene the Executive Committee and would typically include the following roles
i) President
ii) Vice Presidents (up to 2)
iii) Secretary
iv) Treasurer
v) Football Operations Manager
vi) Business Manager
c) The Executive Committee may exercise all the powers of the Club except those powers that these Rules or the Act require to be exercised by general meetings of the members of the Club.
i) The Executive Committee may:
ii) appoint and remove staff;
iii) establish subcommittees consisting of members with terms of reference it considers appropriate.
d) General Committee: A maximum of 10 general committee members, all of whom must hold a portfolio area as identified by the Club’s Strategic Plan and directed by the Executive Committee.
e) Advisory Council: The General Committee may decide in any year to convene an Advisory Council.
i) The Advisory Council will consist of up to 8 individuals who are suitably qualified to advise the Executive upon matters of Club strategy and Direction.
ii) A mandatory qualification will be one of:
(a) Life Member of the Club
(b) Business Owner with proven track record of successful small business management.
(c) Senior Community Members who hold positions of influence in a corporate / community / government / council organisations
(d) Major Sponsor: Current year contribution of $20K or a 5-year record of $50K +
(e) Former Club President
f) The Committee shall meet at least monthly during the football season. The President/Secretary shall call a meeting whenever there is any special business or when requested by 3 Committee members. The Secretary shall give Committee members at least 24 hours’ notice of meetings.
g) Any Committee member absent without an apology or excuse for three consecutive meetings, shall cease to be a Committee member. The Secretary must notify the Committee member.
h) Any Committee member may resign at any time by giving written notice to the Secretary
i) All Committee members must be financial member of the club while on the committee.
j) Sub Committees: The Committee may from time to time appoint such committees for matters of special interest they may serve the club, e.g., Social Committee, Junior Committee
i) All monies raised by any subcommittee shall be paid into the clubs one official bank account
ii) All sub committees formed, must have full approval of the General Committee
3) Powers of Club
a) Subject to the Act, the Club has power to do all things incidental or conducive to achieve its purposes.
b) The Club may:
i) acquire, hold and dispose of real or personal property
ii) open and operate accounts with financial institutions
iii) invest its money in any security in which trust monies may lawfully be invested
iv) raise and borrow money on any terms and in any manner as it thinks fit
v) secure the repayment of money raised or borrowed, or the payment of a debt or liability
vi) appoint agents to transact business on its behalf
vii) enter into any other contract it considers necessary or desirable.
viii) The Club may only exercise its powers and use its income and assets (including any surplus) for its purposes
4) Management of Funds
a) The Club must maintain an account with a financial institution from which all expenditure of the Club is made and into which all of the Club's revenue is deposited.
b) Subject to any restrictions imposed by a general meeting of the Club, the Committee may approve expenditure on behalf of the Club.
c) The Committee may authorise the Treasurer to expend funds on behalf of the Club (including by electronic funds transfer) up to a specified limit without requiring approval from the Committee for each item on which the funds are expended.
d) All financial transactions must be authorised by 2 committee members.
e) All funds of the Club must be deposited into the financial account of the Club no later than 5 working days after receipt.
f) 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.
5) Financial Records
a) The Club must keep financial records that:
i) correctly record and explain its transactions, financial position and performance; and enable financial statements to be prepared as required by the Act.
ii) The Club must retain the financial records for 7 years after the transactions covered by the records are completed.
iii) The Treasurer must keep in his or her custody, or under his or her control:
(1) the financial records for the current financial year; and
(2) any other financial records as authorised by the Committee.
6) Financial Statements
a) For each financial year, the Committee must ensure that the requirements under the Act relating to the financial statements of the Club are met. Those requirements include:
i) the preparation of the financial statements;
ii) if required, the review or auditing of the financial statements;
iii) the certification of the financial statements by the Committee;
iv) the submission of the financial statements to the annual general meeting of the Club;
v) the lodgement with the Registrar of the financial statements and accompanying reports, certificates, statements and fee.
7) Auditor
a) The Club shall appoint an Auditor who will conduct a full audit of the Clubs Finance’s as presented at the Annual General Meeting.
b) The person so appointed shall be a member of some recognised Institute of Accountants
8) Not for Profit Organisation
a) The Club must not distribute any surplus, income or assets directly or indirectly to its members.
b) This does not prevent the Club from paying a member:
i) reimbursement for expenses properly incurred by the member where these expenses were incurred with prior approval of two other committee members
ii) for goods or services provided by the member if this is done in good faith on terms no more favourable than if the member was not a member.
9) Membership
a) Ordinary Membership: A person can become a member of the Club payment of the annual subscription payable under the rules. Ordinary members will have full voting rights
b) Senior Player Membership: A person is deemed to be a member of the Club upon full payment of the player’s annual subscription and becoming a registered senior player of the Club and under the rules of the recognised football league, body or Club with whom the Club is affiliated. Senior Player members will have full voting rights.
c) Life Membership: The Committee shall be empowered to elect any person it deems worthy to deserve Life Membership. Life Members shall have full voting rights
i) The Nomination of candidates for life membership of the Club:
(1) Shall be made in writing, signed by the proposer and seconded by another member. Both must be financial members of the Club) setting out the nominee’s service to the Club, whether as a player, coach, official, committee member or general member;
(2) To be considered for life membership, individual must have served the Club in an exceptional capacity for at least 10 years.
(3) No more than 2 nominations for Life Membership can be accepted per year.
d) The Annual fees for the membership of the club shall be determined at the first committee meeting of the new committee each year.
e) Register of members
i) The Secretary must keep and maintain a register of members that includes for
(a) Member's name
(b) The address for notice last given by the member
(c) The date of becoming a member and the expiration of the current membership term (October 31st of any year)
(d) for each former member, the date of ceasing to be a member.
ii) Any member may, at a reasonable time and free of charge, inspect the register of members.
f) General rights of members: A member of the Club who is entitled to vote has the right:
i) to receive notice of general meetings and of proposed special resolutions in the manner and time prescribed by these Rules
ii) to submit items of business for consideration at a general meeting
iii) to attend and be heard at general meeting
iv) to vote at a general meeting
v) to have access to the minutes of general meetings and other documents of the Club
vi) to inspect the register of members.
g) A member is entitled to vote if:
i) more than 10 business days have passed since he or she became a member of the Club
ii) the member's membership rights are not suspended for any reason.
h) Proxies
i) A member may appoint another member as his or her proxy to vote and speak on his or her behalf at a general meeting other than at a disciplinary appeal meeting.
ii) The appointment of a proxy must be in writing and signed by the member making the appointment.
iii) The member appointing the proxy may give specific directions as to how the proxy is to vote on his or her behalf, otherwise the proxy may vote on behalf of the member in any matter as he or she sees fit.
i) Expulsion of Member and Sanctions: The Committee may by resolution impose a sanction on a member, including:
(a) Expelling a member from the club
(b) Suspending a member from membership of the club for a specific period
(c) Fining a member
ii) Where the Committee is of the opinion that the member
(a) Has refused or neglected to comply with club rules including the Code of Conduct
(b) Has been guilty of conduct unbecoming a member or prejudicial to the interests of the club.
(c) Has not met expectations and standards of behaviour outlined in https://sport.vic.gov.au/publications-and-resources/community-sport-resources/fair-play-code
iii) Where the committee passes a resolution to expel a member the secretary shall, as soon as practicable, cause to be served on the member a notice in writing:
(a) Setting out the resolution of the Committee and the grounds on which it is based
(b) Stating that the member may address the Committee at a meeting to be held not earlier than 14 days and not later than the end of the month immediately following the month after service of the notice, stating the date, place and time of that meeting and informing the member that they may do one of the following
iv) Should the member wish to appeal the sanction a Committee meeting will be convened to give to the member an opportunity to be heard. Within this meeting
(a) No business other than the question of the appeal shall be transacted
(b) The Committee may place before the meeting details of the grounds for the resolution and reasons for the passing of the resolution
(c) The member shall be given an opportunity to be heard
(d) The members present shall vote by ballot on the question whether the resolution should be confirmed or revoked.
(e) If at the meeting, two thirds of members present and by proxy vote in favour of the confirmation of the resolution, the resolution is confirmed; and in any other case the resolution is revoked.
10) General Meeting
a) The Annual General Meeting of the club shall be on the date suitable to the Committee in October each year. The ordinary business of the Annual General Meeting shall be:
i) to confirm the minutes of the last preceding annual general meeting and of any general meeting held since that meeting
ii) to receive from the Treasurer a report of transactions of the Club during the preceding financial year
iii) to receive from the President a report on the action of the club during the preceding financial year
iv) To conduct the election of Club Officials
a) Only financial members can vote if an election is required (financial as at 31st July)
b) Upon commencement of the election all office bearers will stand down with the exception of the Secretary.
i) The Secretary will call upon nominations for the role of President and conduct a poll via a show of hands.
ii) Upon the election of the President, the Secretary will stand down and the President will conduct a poll via a show of hands to for the following positions:
a) Secretary
b) Treasurer
c) Vice Presidents (up to 2)
d) Junior Director
v) The Annual General Meeting may be delayed or conducted as an online meeting where special circumstances might prevent the meeting from taking place in October of any year.
11) Constitution
a) The Constitution and rules of the club shall be printed and be available for perusal on request of the Secretary at all times.
b) Any alterations, amendments, additions or repeal of the Constitution shall be by a three quarter majority of members present at the Annual General Meeting, provided that notice of such alteration be given in writing to the Club Secretary at least 28 days before the date of the annual meeting or any special general meeting called for that purpose.
c) Conversely a Special General Meeting may be convened to manage any alterations, amendments, additions
d) The Secretary shall notify all members of such propositions within 7 days of receiving notice of the same. All amendments are effective from the meeting in which they are adopted and approved.
12) Playing Uniform and Branding
a) The playing uniform of the club shall be a black guernsey with a gold diagonal sash, front and back, white numbers and black & gold striped socks.
b) Any variation of the playing uniform must a be approved by the Committee and will be considered only where it supports a community initiative or special occasion.
c) Any permanent change to playing uniform must be approved by vote of Club membership and must be tabled as an item at General Meeting. For a permanent change to be approved a three quarter majority of members present at the General Meeting must vote in favour.
d) The Club’s logo or branding cannot be reproduced by any party upon merchandise or apparel without the approval of the Committee
13) Dissolution
a) In the event of the winding up or the cancellation of the incorporation of the Club, the surplus assets of the Club must not be distributed to any members or former members of the Club.
b) Subject to the Act and any court order made under Section 133 of the Act, the surplus assets must be given to a body that has similar purposes to the Club and which is not carried on for the profit or gain of its individual members.
c) The body to which the surplus assets are to be given must be decided by special resolution of the Committee.
