Constitution

1. NAME

1.1 The name of the incorporated association is Australian Capital Territory Neighbourhood Watch Inc. (Association).

2. DEFINITIONS AND INTERPRETATION

In this Constitution, unless specified to the contrary:

"Act" means the Associations Incorporation Act 1991.

"Alternate Delegate" means either a person properly elected by a particular District to represent that District at the Association in the absence of that District's Delegate and on such occasions the Alternate Delegate will be deemed a Officer of the Association.

"Area" means an area approved by the Neighbourhood Watch Inc. (Association) for inclusion in the Program.

"Approved Volunteer" means a person acceptable to the Neighbourhood Watch Inc. (Association) who has

  1. made written application to serve the Program in a voluntary capacity in furtherance of the Association's purposes, and
  2. completed an Australian Federal Police criminal records check to a standard that is acceptable to the Association and the Australian Federal Police.

"Business Day" means any day on which Australian Trading Banks are open for business in the Australian Capital Territory.

"Delegate" means a person properly elected by representatives of the Areas comprising a particular District to represent that District at the Association for two years (2) years (with such persons eligible for re-election).

"District" means a district determined from time to time by the Neighbourhood Watch Inc. (Association), in consultation with the Areas involved as being representative of a number of Areas.

"Executive Officer" means a member of the Board of Management elected by the Membership of the Association to fill the position of President, Deputy President, Vice President (North or South), Secretary, or Treasurer of the Association in accordance with the Constitution of the Association.

"Financial Year" means a year ending 30 June.

"Immediate Past President" means the immediately retired President of the Association.

"Liaison Officer" means a person nominated by a District or by the Board of Management to represent a particular District, where no District Delegate has been elected.

"Member" means an approved volunteer who is a member of the Association.

"Program" means the Neighbourhood Watch Program of the Australian Capital Territory.

"Public Officer" means an Officer of the Association who has been appointed to carry out the functions of Public Officer of the Association in accordance with the provisions of the Act.

"Regulation" means the Regulations from time to time made under the Act

"Secretary" means the Association's Secretary as elected in accordance with this Constitution.

"Sponsor(s)" means the company(ies) or organisation(s) being the principal sponsor(s) of the Program, being the only company(ies) or organisation(s) entitled to promote itself/themselves as being sponsor(s) of the Program.

"Treasurer" means the Association's Treasurer as elected in accordance with this Constitution.

3. AIMS AND OBJECTIVES

3.1 Aim

To promote a sense of well-being, safety, and security in the Australian Capital Territory community.

3.2 Objectives

  1. Encourage residents' involvement in the well-being, safety and security of their community.
  2. Channel community concerns to the appropriate authorities.
  3. Actively assist in the promotion of mutual cooperation and caring between neighbours.
  4. Minimize the incidence of preventable crime in the community.
  5. Increase the incidence of reporting crime and suspicious activity within the Neighbourhood Watch Area to the Police.
  6. Improve the level of personal, household, and community security in the Neighbourhood Watch Area through an ongoing education campaign.
  7. Encourage individuals within the community to appropriately identify their property.

4. MEMBERSHIP

4.1 Membership of the Association will comprise of, and be limited to, the following persons:

4.1.1 an Approved Volunteer

4.2 Members will not be required to pay entrance fees, subscriptions or any other amounts to the Association.

4.3 Members will not be liable to contribute towards payment of the debts and liabilities of the association or the costs, charges and expenses of winding up the Association.

5. BOARD OF MANAGEMENT

5.1 The Officers of the Association will be:

5.1.1 President

5.1.2 Deputy President

5.1.3 Vice-Presidents, North and South

5.1.4 Secretary

5.1.5 Treasurer

5.1.6 Delegate or Liaison Officer to represent each District.

5.2 The Officers of the Association as set out in above (collectively "Board of Management") shall, subject to the Act, the Regulations, the By-Laws and anything specified to the contrary in this Constitution:

5.2.1 control and manage the business and affairs of the Association,

5.2.2 exercise all such powers and functions as may be exercised by the Association,

5.2.3 have power to perform all such acts and things as appear to the Board of Management to be essential for the proper management of the business and affairs of the Association, which include but are not limited to:

  • development and implementation of the strategy of the Program,
  • development of policies and procedures for the overall conduct of the Program,
  • corporate planning process,
  • selection and appointment of sponsors for the Program and the establishment of the terms to cover that arrangement,
  • preparation of an annual business plan,
  • financial planning for the future of the Program, and
  • development and employment of routine management information systems for the Program's day to day conduct, including:
    1. financial reporting against the plan and against agreed budgets,
    2. communication channels and procedures,
    3. annual reporting to the Association, and
    4. monitoring and evaluation of all aspects of the conduct of the Program.

5.2.4 appoint teams for the examination of issues or projects as may, from time to time, be deemed necessary or relevant by the Board of Management, and ensure that these teams report to the Board of Management,

5.2.5 appoint consultants to the Board of Management when deemed necessary; and

5.2.6 have power from time to time to make, alter and/or repeal By-Laws concerning, amongst other things, the general conduct of Members ("By-Laws").

6. EXECUTIVE OF THE ASSOCIATION

6.1 The Executive Members of the Association will be:

6.1.1 President

6.1.2 Deputy President

6.1.3 Vice Presidents, North and South

6.1.3 Secretary

6.1.4 Treasurer

6.2 The Executive Officers of the Association as set out above (collectively "Executive of the Association") will be subject to the Board of Management for:

6.2.1 control and management of the business and affairs of the Association,

6.2.2 all such powers and functions as may be exercised by the Association

6.2.3 performing all such acts and things as appear to the Board of Management to be essential for the proper management of the business and affairs of the Association which include but are not limited to:

  • development and implementation of the strategy of the Program
  • development of policies and procedures for the overall conduct of the Program
  • corporate planning process
  • selection and appointment of sponsors for the Program and the establishment of the terms to cover that arrangement
  • preparation of an annual business plan
  • financial planning for the future of the Program, and
  • development and employment of routine management information systems for the Program's day to day conduct, including:
    1. financial reporting against the plan and against agreed budgets
    2. communication channels and procedures
    3. annual reporting to the Association, and,
    4. monitoring and evaluation of all aspects of the conduct of the Program.

6.2.4 appointment of teams to examine issues or projects as may from time to time be deemed necessary or relevant by the Board of Management and ensure that these teams report to the Board of Management.

6.2.5 proposals to the Board of Management, for the alteration and/or repeal of by-laws concerning, amongst other things, the general conduct of Members ("By-Laws").

7. PROCEEDINGS OF THE BOARD OF MANAGEMENT

7.1 The Board of Management will meet not less frequently than bi monthly in each year at such place and such times as the Board of Management may determine.

7.2 Additional meetings of the Board of Management ("Special Meetings") may be convened by any two (2) officers of the Association.

7.3 Fourteen (14) days written notice must be given to the other persons comprising the Board of Management by the Secretary of the Association calling a Special Meeting which notice must also specify the general nature of the business to be transacted and no other business may be transacted at such a meeting.

7.4 Any four (4) officers of the Association will constitute a quorum for the transaction of the business of a meeting of the Board of Management.

7.5 No business may be transacted at a meeting of the Board of Management unless a quorum is present and if within half an hour of the time appointed for the meeting a quorum is not present the meeting will stand adjourned to the same place and at the same hour of the same day in the following week unless the meeting was a Special Meeting in which case it will lapse.

7.6 The President, and in the President's absence, the Deputy President or a Vice President, will preside at all meetings of the Board of Management. If the Deputy President or a Vice President is also absent those present will elect one of their number to preside at the meeting.

7.7 Questions arising at a meeting of the Board of Management will be determined on a show of hands.

7.8 Each officer of the Association present at a meeting of the Board of Management is entitled to one (1) vote and if there is an equality of votes on any question the person presiding at the meeting may exercise a second or casting vote.

7.9 Notice of each meeting of the Board of Management must be served on each officer of the Association) not less than fourteen (14) business days before the meeting.

7.10 In the event of a casual vacancy occurring in the office of an elected member of the Board of Management, the District Board, wherein the vacancy occurs, may elect a member to fill the vacancy and the member so appointed will hold office, subject to this Constitution, until the AGM next following the date of the appointment.

7.10.1 A casual vacancy in the in the Board of Management will occur if an officer of the Association:

  1. dies, becomes incapacitated or resigns; or
  2. has disciplinary action taken against him or her under articles in this Constitution; or
  3. absents himself/herself from three (3) ordinary consecutive and properly convened meetings of the Board of Management, without first having been granted leave of absence, or without an apology having been received and accepted for each meeting.

7.11 Service of notices and other documents will be by electronic means where possible.

8. ANNUAL GENERAL MEETING

8.1 The Board of Management must convene an Annual General Meeting of the Association ("AGM") to be held in October of each year.

8.2 The Secretary must, at least thirty (30) days before the date fixed for holding the AGM, send to each member of the Association a notice stating the place, date and time of the meeting, that it will be an AGM and the nature of the business to be transacted at the meeting.

8.3 Notwithstanding article 7.1, the Board of Management must ensure that an AGM takes place in each calendar year but no later than fifteen (15) months after the last AGM.

8.4 The ordinary business of the AGM will be:

8.4.1 to confirm the minutes of the previous AGM and of any other general meeting ("Special General Meeting") held since that meeting,

8.4.2 to receive from the Board of Management the audited financial statements of the Association during the previous Financial Year,

8.4.3 to receive and consider the statement submitted by the Association in accordance with section 30(3) of the Act.

8.4.4 to confirm District Delegates and District Liaison Officers to voting positions on the Board of Management.

8.4.5 to elect the Executive Officers.

8.5 The AGM may transact special business of which notice is given in accordance with this Constitution.

8.6 The AGM will be in addition to any Special General Meetings held in the same year.

9. ELECTION OF EXECUTIVE OFFICERS

9.1 The President, Deputy President, Vice-Presidents North and South, Secretary and Treasurer will be elected in accordance with the following procedure:

9.1.1 Nominations of candidates:

  1. must be in writing, signed by two Members of the Association and accompanied by the written consent of the candidate (which may be endorsed on the form of nomination); and
  2. must be delivered to the Secretary no less than 30 days prior to that year's AGM.

9.1.2 If insufficient nominations are received further nominations will be received at the AGM;

9.1.3 If one person is nominated for each category then the persons nominated will be deemed to be elected.

9.1.4 If the number of nominations exceeds the number of vacancies to be filled, a ballot will be held.

9.1.5 The election of officers will be conducted at the AGM and voting rights are restricted to Members of the Association; and

9.1.6 Nomination of a candidate for election under this article is not valid if the candidate concerned has been elected to another office at the same election.

9.2 Candidates for Executive Officer positions must be a member of the Association with a minimum of two years membership unless the full Board determines that a position can be filled by a coopted person for the purpose of enabling the business of Board of Management to proceed

9.3 The President, Deputy President, Vice Presidents North and South, Secretary and Treasurer will have a term of office of two (2) years, but will be eligible for re-election.

9.4 In the event of a casual vacancy occurring in the office of an Executive Officer, the Board of Management may elect a member to fill the vacancy and the member so appointed will hold office, subject to this Constitution, until the AGM next following the date of the appointment.

9.5 A casual vacancy for an Executive Officer in the Board of Management will occur if an officer of the Association:

9.5.1 dies, becomes incapacitated or resigns, or

9.5.2 has disciplinary action taken against him or her under articles in this Constitution, or

9.5.3 absents himself/herself from three (3) ordinary consecutive and properly convened meetings of the Board of Management, without first having been granted leave of absence, or without an apology having been received and accepted for each meeting.

10. SPECIAL GENERAL MEETINGS

10.1 The Board of Management may whenever it thinks fit convene a Special General Meeting.

10.2 The Board of Management must, on a written request of five Members of the Association, ("Requisition") convene a Special General Meeting.

10.3 The Requisition:

10.3.1 must state the objects of the meeting;

10.3.2 be signed by the Members concerned;

10.3.3 be served on the Secretary; and

10.3.4 may consist of several documents in a like form each signed by the Members concerned.

10.4 If the Board of Management fails to hold a Special General Meeting within one (1) month after the date on which the Requisition was served on the Secretary, the Members concerned may convene a Special General Meeting to be held not later than one (1) month after that date by giving notice to all Members.

10.5 A Special General Meeting convened by Members under article 10.4 will be convened in the same manner, or as nearly as possible, as that in which those meetings are convened by the Board of Management, and all reasonable expenses incurred by the Members concerned are to be reimbursed by the Association.

11. THE SECRETARY AND TREASURER

11.1 The Secretary must:

11.1.1 keep and maintain a register of Members and Volunteers; and

11.1.2 keep minutes of resolutions and proceedings of each meeting of the Board of Management and as well record the names of all persons present at such meetings.

11.1.3 keep minutes of resolutions and proceedings of all General Meetings (AGM and SGM) of the Association.

11.2 The Treasurer must:

11.2.1 collect and receive all money due and receivable by the Association;

11.2.2 make all payments authorised by the Association; and

11.2.3 keep correct accounts and books showing the financial affairs of the Association with full details of all receipts and expenditure connected with the activities of the Association.

11.2.4 prepare, or cause to be prepared, and shall present to the Executive, as soon as practicable following the completion of the financial year, a statement of the accounts of the Association setting out the results and the financial position of the Association in respect of that year.

12. RESIGNATION AND EXPULSION OF MEMBERS

12.1 The Board of Management, may by resolution at a Special Meeting, expel a Member or suspend a Member for a specified period if the Board of Management is of the opinion that the Member concerned:

12.1.1 has refused or neglected to comply with the By-Laws and/or this Constitution; or

12.1.2 has been guilty of conduct unbecoming a Member and/or prejudicial to the interests of the Association.

12.2 If a Member is expelled or suspended for a specified period under article 11.1 and that Member is also an officer of the Association, such expulsion or suspension will apply to that Member's capacity as an officer of the Association.

12.3 If the Board of Management passes a resolution under article 11.1 the Secretary must, as soon as practicable, serve on the member concerned written notice:

12.3.1 setting out the resolution and the grounds on which it is based;

12.3.2 stating that the Member may address the Board of Management at a Special Meeting (to be held not earlier than fourteen (14) and not later than twenty-eight (28) days after service of the notice);

12.3.3 stating the time, date and place of the Special Meeting; and

12.3.4 informing the Member that he or she may do one or more of the following:

  1. attend the Special Meeting;
  2. give to the Board of Management before the special Meeting a written statement seeking the revocation of the resolution; and/or
  3. not later than twenty-four (24) hours before the date of the Special Meeting, lodge with the Executive Director a notice to the affect that he or she wishes to appeal to the Association at a Special General Meeting against the resolution.

12.4 A resolution of the Board of Management under article 12.1 will not take effect unless either:

12.4.1 at a Special Meeting held not earlier than fourteen (14) days and not later than twenty-eight (28) days after the service on the Member concerned of the notice under article 12.1 a resolution is made confirming the earlier resolution; or

12.4.2 where the Member concerned exercises a right of appeal to the Association under sub-article 12.3.4 at the resulting Special General Meeting the Association confirms the earlier resolution.

12.5 At the Special Meeting held under article 12.3, the Board of Management must:

12.5.1 give the Member concerned an opportunity to be heard;

12.5.2 give due consideration to any written statement submitted by the Member concerned; and

12.5.3 by resolution determine whether to confirm or revoke the earlier resolution.

12.6 If the Secretary receives a notice under sub-article 12.3.4 he or she must notify the Board of Management which must thereupon convene a Special General Meeting to be held within one (1) month after the date on which the Secretary receives the notice.

12.7 At a Special General Meeting convened under article 12.6:

12.7.1 No business other than the question of the appeal may be transacted.

12.7.2 The Board of Management may place before the meeting details of the grounds for the resolution and the reasons for the passing of the resolution.

12.7.3 The Member concerned must be given an opportunity to be heard.

12.7.4 The Members present will vote by secret ballot on the question whether the resolution should be confirmed or revoked.

12.8 If at the Special General Meeting two thirds of the Members vote in person or by proxy, in favour of the confirmation of the resolution then the resolution is confirmed but, in any other case, the resolution is revoked.

12.9 For the purpose of this Constitution a Member of the Association ceases to be a Member if he or she resigns by giving written notice to that effect to the Secretary.

13. GRIEVANCE CLAUSE

13.1 If a dispute between a member and another member should occur, the procedure for resolution of that dispute shall be as follows:

13.1.1 The parties to the dispute must meet and discuss the matter in dispute, and, if possible, resolve the dispute within 14 days after the dispute comes to the attention of all the parties.

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

13.1.3 The mediator must be:

  1. a person chosen by agreement between the parties; or
  2. in the absence of agreement, a person chosen by the Board of Management of the Association.

13.1.4 A member of the Association can be a mediator.

13.1.5 The mediator cannot be a member who is a party to the dispute.

13.1.6 The parties to the dispute must, in good faith, attempt to settle the dispute by mediation.

13.1.7 The mediator, in conducting the mediation, must -

  1. give the parties to the mediation process every opportunity to be heard;
  2. allow due consideration by all parties of any written statement submitted by any party, and
  3. ensure that natural justice is accorded to the parties to the dispute throughout the mediation process.

13.1.8 The mediator must not determine the dispute.

13.1.9 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 otherwise at law.

14. CHEQUES

14.1 All cheques, drafts, bills of exchange, promissory notes and other negotiable instruments must be signed by two (2) officers of the Association authorised for the purpose by a resolution of the Board of Management at a Special Meeting.

15. SEAL

15.1 The Common Seal of the Association ("Common Seal") is to be kept in the custody of the Secretary.

15.2 The Common Seal may not be affixed to any document except under the authority of the Board of Management and when affixed must be attested by the signatures of two (2) officers of the Association

16. PUBLIC OFFICER

16.1 In compliance with the Associations Incorporation Act 1991, the Association will, at all times, have a Public Officer, who must be an Officer of the Association.

16.2 The Public Officer must, within one month of the Annual General Meeting, notify the Registrar of any amendment to the Officers of the Association, and of the resolutions of, and amendments to Officers.

16.3 The Public Officer must, within one month of the Annual General Meeting, provide the Registrar with the annual audited statement of accounts and financial report.

17. ALTERATION OF CONSTITUTION AND STATEMENT OF PURPOSES

17.1 This Constitution and the Aims and Objectives of the Association may be altered, repealed, added to, or amended, by any Member giving the Secretary fourteen (14) days notice in writing of such proposed alteration, repeal, amendment or addition, and such alteration, repeal, amendment or addition being agreed to by a majority vote of three-fourths of the Membership at a duly convened Special General Meeting of the Association called for that purpose.

17.2 At any Special General Meeting at which a special resolution is submitted, a declaration by the Chairman that the resolution has been carried will be conclusive evidence of the fact, unless a poll is demanded.

17.3 The Public Officer must within one (1) month after the passing of a special resolution altering the Aims and Objectives or this Constitution, lodge with the Registrar, together with the prescribed fee, a notice in writing of the special resolution setting out particulars of the alteration, together with the declaration signed by at least two (2) members of the Board of Management to the effect that the special resolution was passed in accordance with the Act.

18. NOTICE

18.1 Any notice or other document under this Constitution may be made or given by the person wishing to serve the notice or document and will be sufficiently served or delivered:

18.1.1 if served or delivered personally on the recipient or recipients; or

18.1.2 if posted by pre-paid post addressed to the recipient or recipients at his, her or their address as set out in the Register of Members.

18.2 Service or delivery by post of any notice or document under this Constitution will be deemed to have been made or given at 12:00 noon on the Business Day following posting.

19. CUSTODY OF RECORDS AND INSPECTION

19.1 The Treasurer must keep in his or her custody or under his or her control all accounts, books, documents, securities and other financial records of the Association.

19.2 All books, documents, securities and other records of the Association are to be available for inspection within 14 days by any Member on request.

20. FUNDS

20.1 The funds of the Association will be derived from sponsorship and such other sources as the Board of Management determines from time to time.

21. AUDITOR

21.1 The Board of Management must appoint an auditor to audit the books of account and financial statements of the Association.

22. WINDING UP OR CANCELLATION

22.1 If the Association is wound up, or has its incorporation cancelled, then its assets are to be disposed of in accordance with the Act.