Constitution

Constitution of the Weeds Society of WA (Inc.)

as amended at the Special General Meeting held Tuesday 31 January 2023

1 Name

The name of the organisation shall be the Weeds Society of Western Australia Incorporated.

2 Objects

The society is an organisation that brings together research scientists, extension officers, consultants, company representatives, conservationists, other practitioners and members of the public who have an interest in weed management.

The objects of the Society are to:

  1.  encourage, promote and foster the study and understanding of weeds and weed management, including weed science, technology and research, biological control, biology/ecology, biosecurity/quarantine, chemical control/herbicides, chemical application technology, computer modelling, economics, herbicide resistance, integrated weed management, physical weed control, regulatory aspects, weed risk assessment, new weed records and the dissemination of any findings;
  2.  provide a representative voice on matters pertaining to weeds, particularly in Western Australia;
  3.  advocate on weed related issues such as maintenance of quarantine and provision of adequate funding for weed research and education;
  4.  encourage a wider interest in weeds and related issues by promoting educ0532ation and public awareness;
  5.  encourage the formation of like-minded organisations and interact with them;
  6.  encourage educational organisations at all levels to provide adequate training in all aspects of weed science and technology including integrated weed management and biological control;
  7.  co-operate and, where appropriate, affiliate with other organisations engaged in related activities in Australia and overseas;
  8.  produce and publish such material as may be considered relevant; and
  9.  hold events such as seminars, field days, workshops and conferences etc., for the benefit of members and/or to achieve the above objects.

The property and income of the Society shall be applied solely towards the promotion of its objects and no part of that property or income may be paid or otherwise distributed, directly or indirectly, to members; however, remuneration may be paid in good faith to employees of the Society or other persons in return for services actually rendered to or expenses incurred on behalf of the Society.

3 Powers of Society

The powers conferred on the Society are the same as those conferred by the Act, so that subject to the Act and any additions, exclusions or modifications inserted below, the Society- may do all things necessary or convenient for carrying out its objects and purposes, and in particular, may –

(1) acquire, hold, deal with, and dispose of any personal or real property;

(2) open and operate bank accounts;

(3) invest its money –

(i) in any security in which trust monies may lawfully be invested; or

(ii) in any other manner authorised by the rules of the Society;

(4) borrow money upon such terms and conditions as the Society thinks fit;

(5) give such security for the discharge of liabilities incurred by the Society as the Society thinks fit;

(6) appoint agents to transact any business of the Society on its behalf;

(7) enter into any other contract it considers necessary or desirable; and

(8) may act as trustee and accept and hold real and personal property upon trust, but does not have power to do any act or thing as a trustee that, if done otherwise than as a trustee, would contravene this Act or the rules of the Society.

4 Membership
  1. Membership of the Society shall be open to all individuals and corporations interested in weeds.
  2. Applications for membership shall be forwarded to the Secretary for acceptance at a regular meeting of the Committee.
  3. Membership shall be of three classes: “ordinary”, “honorary”, and “student” and shall be open to those individuals who are interested in weeds.
  4. Honorary members may be elected at the Annual General Meeting from persons who, in the opinion of the Committee, have made major contributions to the objects of the Society and shall have the same rights as ordinary members. Nominations for honorary membership may be made by any financial member of the Society, but must be in writing and be in the hands of the Secretary fourteen (14) days before the Annual General Meeting.
  5. Student membership is open to bonefide students that are able to demonstrate study is in a weed science discipline.  
5 Register of members of Society

The Secretary or Membership officer, on behalf of the Society, must comply with relevant sections of the Act by keeping and maintaining in an up to date condition a register of the members of the Society and their postal or email addresses. Upon the request of a member, only the names of members in the register shall be made available for inspection and the member may make a copy of or take an extract from the register but shall have no right to remove the register for that purpose.  The member requesting inspection must provide a statutory declaration setting out the purpose for which the copy or extract is required and declaring that the purpose is connected with the affairs of the association.

6 Subscriptions and Fees

Each ordinary and student member shall pay an annual subscription, which shall be fixed at the Annual General Meeting for the current year. The subscription shall be payable annually and shall fall due on the first day of January.

7 Termination of membership of the Society

Any member wishing to withdraw from the Society shall give written notice to the Honorary Secretary on or before 31 December of the current year. The resignation of such member shall be accepted on receipt of such notice provided all subscriptions and dues have been paid by the member up to the end of the financial year.

In the event of the subscription being one year in arrears, membership shall lapse unless the committee decides otherwise. Before any person can be re-elected to membership all arrears in subscription shall be paid.

The financial year for the society shall be 1st October to 30th September.

8 Suspension or expulsion of members of Society

 (1) If the Committee considers that a member should be suspended or expelled from membership of the Society because his or her conduct is detrimental to the interests of the Society, the Committee must communicate, either orally or in writing, to the member

(a) notice of the proposed suspension or expulsion and of the time, date and place of the Committee meeting at which the question of that suspension or expulsion will be decided; and

(b) particulars of that conduct,

not less than 30 days before the date of the Committee meeting referred to in paragraph (a).

(2) At the Committee meeting referred to in a notice communicated under sub-rule (1), the Committee may, having afforded the member concerned a reasonable opportunity to be heard by, or to make representations in writing to, the Committee, suspend or expel or decline to suspend or expel that member from membership of the Society and must, forthwith after deciding whether or not to suspend or expel that member, communicate that decision in writing to that member.

(3) Subject to sub-rule (5), a member has his or her membership suspended or ceases to be a member 14 days after the day on which the decision to suspend or expel a member is communicated to him or her under sub-rule (2).

(4) A member who is suspended or expelled under sub-rule (2) must, if he or she wishes to appeal against that suspension or expulsion, give notice to the Secretary of his or her intention to do so within the period of 14 days referred to in sub-rule (3).

(5) When notice is given under sub-rule (4)

(a) the Society in a general meeting, must either confirm or set aside the decision of the Committee to suspend or expel the member, after having afforded the member who gave that notice a reasonable opportunity to be heard by, or to make representations in writing to, the Society in the general meeting; and

(b) the member who gave that notice is not suspended or does not cease to be a member unless and until the decision of the Committee to suspend or expel him or her is confirmed under this sub-rule.

9 Committee of Management

1) The management of the Society shall be vested in the Management Committee, elsewhere referred to as the Committee.

The Management Committee shall consist of the

  • President,
  • Immediate Past President,
  • Vice President,
  • Secretary,
  • Treasurer,
  • Communications officer,
  • and up to five other members of the Society.

2) Other than the Immediate Past President, the members of the Committee shall be elected at the Annual General Meeting. They shall be eligible for re-election.

3) The Committee shall have the power to fill a casual vacancy in its membership.

4) The Committee shall have the power to appoint from the committee an Assistant Secretary, a Social Secretary, a Field Day coordinator and/or a Membership Officer.

5) The Committee shall have the power to co-opt members for specific purposes.

6) The quorum for the Committee meetings is to be four persons, not including co-opted members.

10 President and Vice President

(1) Subject to this rule, the President must preside at all general meetings and Committee meetings.

(2) In the event of the absence from a general meeting of the President, the Vice-President must preside at the general meeting.

(3) In the event of the absence from a general meeting of both the President and the Vice-President, a member elected by the other members present at the general meeting must preside at the general meeting.

(4) In the event of the absence from a Committee meeting of the President, the Vice-President must preside at the Committee meeting.

(5) In the event of the absence from a Committee meeting of both the President and the Vice-President, a Committee member elected by the other Committee members present at the Committee meeting must preside at the Committee meeting.

11 Secretary

The Secretary must:

(a) co-ordinate the correspondence of the Society;

(b) keep full and correct minutes of the proceedings of the Committee and of the Society;

(c) comply on behalf of the Society with-

(i) section S53 of the Act with respect to the register of members of the Society,

(ii) section S35 of the Act by keeping and maintaining in an up to date condition the rules of the Society and, upon the request of a member of the Society, must make available those rules for the inspection of the member and the member may make a copy of or take an extract from the rules but will have no right to remove the rules for that purpose; and

(iii) section S58 of the Act by maintaining a record of –

(A) the names and email or postal addresses of the persons who hold the offices of the Society provided for by these rules, including all offices held by the persons who constitute the Committee and persons who are authorised to use the common seal of the Society; and

(B) the names and email or postal addresses of any persons who are appointed or act as trustees on behalf of the Society,

(d) unless the members resolve otherwise at a general meeting, have custody of all books, documents, records and registers of the Society, including those referred to in paragraph (c) but other than those required to be kept and maintained by, or in the custody of, the Treasurer; and

(e) perform such other duties as are imposed by these rules on the Secretary.

12 Treasurer

The Treasurer must:

  1. be responsible for the receipt of all moneys paid to or received by him or her on behalf of the Society, and must issue receipts for those moneys in the name of the Society;
  2. pay all moneys into such account or accounts of the Society as the Committee may from time to time direct;
  3. make payments from the funds of the Society with the authority of a general meeting or of the Committee and, in so doing, ensure that all transactions are approved by himself or herself and at least one other authorised Committee member, or by any two others as are authorised by the Committee;
  4. comply on behalf of the Society with sections S68 and S70 of the Act with respect to the accounting records of the Society by-

(i) keeping such accounting records as correctly record and explain the financial transactions and financial position of the Society;

(ii) keeping its accounting records in such manner as will enable true and fair accounts of the Society to be prepared from time to time;

(iii) keeping its accounting records in such manner as will enable true and fair accounts of the Society to be conveniently and properly audited; and

(iv) submitting to members at each Annual General Meeting of the Society accounts of the Society showing the financial position of the Society at the end of the immediately preceding financial year.

  • whenever directed to do so by the President, submit to the Committee a report, balance sheet or financial statement in accordance with that direction;
  • unless the members resolve otherwise at a general meeting, have custody of all securities, books and documents of a financial nature and accounting records of the Society, including those referred to in paragraphs (d) and (e); and
  • perform such other duties as are imposed by these rules on the Treasurer.
13 Meetings
  1. The Committee shall convene and hold an Annual General Meeting during the month of November each year and such other meetings as it may consider necessary.
  2. The Committee shall convene a Special General Meeting if so required by requisition in writing by at least ten (10) financial members. At least fourteen (14) days’ notice in writing shall be given to members prior to the date of the Annual General Meeting and Special General Meetings.
  3. The Committee may at any time convene a Special General Meeting if there is a matter deemed to be of great importance to members. At least fourteen (14) days’ notice in writing shall be given to members prior to the date of any such Special General Meetings.
  4. Ordinary meetings shall be held at times and places as determined by the Executive Committee.
  5. A quorum at a General Meeting consists of 5 members.
    1. If within 30 minutes after the time specified for the holding of a General Meeting a quorum is not present, the General Meeting lapses; or the General Meeting stands adjourned to the same time on the same day in the following week and to the same venue.
    1. If within 30 minutes of the time appointed for the resumption of an adjourned General Meeting a quorum is not present, the members who are present in person or by proxy may nevertheless proceed with the business of that General Meeting as if a quorum were present.
  6. The President may, with the consent of a General Meeting at which a quorum is present, and must, if so directed by such a General Meeting, adjourn that General Meeting from time to time and from place to place.
14 Minutes of meetings of Society

(1) The Secretary must cause proper minutes of all proceedings of all General Meetings and Committee meetings to be taken and then to be entered within 30 days after the holding of each general meeting or Committee meeting, as the case requires, in a minute book kept for that purpose.

(2) The President must ensure that the minutes taken of a General Meeting or Committee meeting under sub-rule (1) are checked and signed as correct by the President of the General Meeting or Committee meeting to which those minutes relate or by the President of the next succeeding General Meeting or Committee meeting, as the case requires.

(3) When minutes have been entered and signed as correct under this rule, they are, until the contrary is proved, evidence that-

  1. the general meeting or Committee meeting to which they relate (in this sub-rule called “the meeting”) was duly convened and held;
  2. all proceedings recorded as having taken place at the meeting did in fact take place at the meeting; and
  3. all appointments or elections purporting to have been made at the meeting have been validly made.
15 Voting rights of members of Society

Subject to these rules, each member present in person or by proxy at a general meeting is entitled to a deliberative vote.

A member (in this rule called “the appointing member”) may appoint in writing another member who is a natural person to be the proxy of the appointing member and to attend, and vote on behalf of the appointing member at, any general meeting.

16 Amendments to the Constitution

The constitution can be amended only at a General Meeting of which at least fourteen (14) days notice in writing shall be given to members. A proposed amendment to the constitution shall be given in writing to the Secretary and shall require to be supported in writing by at least five (5) financial members. Amendments to the constitution shall be passed by three fourths of the persons present and voting at a General Meeting.

17 Dissolution

If, upon winding up or dissolution of the Society there remains, after the satisfaction of all its debts and liabilities, any property whatsoever, the same shall not be paid to or distributed among members of the Society, but shall be given or transferred to some organisation or organisations, having objectives similar to those of the Society, incorporated under the Associations Incorporated Act (2015) and which shall prohibit the distribution of its or their income and property among its or their members.

18 Financial Year

The financial year recognised by the Society shall commence on 1st October and conclude on the following 30th September.

19 Income and Property

The income and property of the Society shall be applied solely to the promotion of its objects and no part thereof shall be paid or transferred directly or indirectly by way of pecuniary profit to the members provided that remuneration may be paid in good faith to employees of the Society or other persons in return for services actually rendered to or expenses occurred on behalf of the Society.

20 Audit

Accounts shall be kept of all monies received and expended by the Society. An audit of the Society’s revenue and expenditure must be undertaken by an authorised person or company if the majority of executive committee at a general meeting pass a resolution that an audit will be completed; or the association is directed to do so by the Commissioner. Audited statements showing the financial position of the Society, shall be presented at the Annual General Meeting.

21 Common Seal

The common seal of the Society shall be in the hands of the Secretary and shall be affixed to any document only pursuant to the resolution of the Committee. The affixation of the seal shall be witnessed by the President of the Society.

22 The Act

The Act referred to in this document is the Associations Incorporation Act 2015.

BY-LAWS

The Society shall compile such by-laws and/or standing orders as may be desirable for the operations of the Society.

Resolved on 31rd January 2023

______________________________            ______________________________

PRESIDENT                                                   SECRETARY

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