Adopted 18 November 2012
Amended 4 August 2013
Amended 3 April 2016
BELVEDERE BOWLS CLUB INC.
(Registration No. A8997E)
TABLE OF CONTENTS
F9 to update the table of contents
PART I – PURPOSES, POWERS AND INTERPRETATION 4
1. NAME 4
2. PURPOSES OF ASSOCIATION 4
3. POWERS OF ASSOCIATION 4
4. INTERPRETATION AND DEFINITIONS 5
4.1 Definitions 5
4.2 Interpretation 6
4.3 Enforceability 7
PART II - MEMBERSHIP 7
5. MEMBERSHIP OF CLUB 7
5.1 Categories of Member 7
5.2 Application for Membership – Affiliated, Social and Junior Member 8
5.3 Life Members 8
5.4 Honorary Members 9
5.5 Renewal of Membership 9
5.6 Deemed Membership 10
5.7 Effect of Membership 10
6. SUBSCRIPTIONS AND FEES 10
7. REGISTERS 11
7.1 Club to Keep Register of Members 11
7.2 Inspection of Register 11
7.3 Change of Address 11
8. RESIGNATION OF MEMBERS 12
8.1 Notice of Resignation 12
8.2 Expiration of Notice Period 12
8.3 Forfeiture of Rights 12
9. EXPULSION, SUSPENSION OR FINING OF MEMBERS 12
9.1 Establishing a Disciplinary Committee 11
9.2 Provisional Suspension 11
9.3 Disciplinary Committee Members 11
9.4 Notice of Alleged Breach 12
9.5 Determination of Disciplinary Committee 12
9.6 Appeal to General Meeting 12
9.7 Procedures 13
9.8 Declination of Subscription……………………………………………………..13
PART III- GENERAL MEETINGS 15
10. ANNUAL GENERAL MEETINGS 15
10.1 Annual General Meeting to be Held 15
10.2 Business 15
10.3 Additional Meetings 15
11. GENERAL MEETINGS 15
11.1 General Meetings May be Held 15
11.2 Request for General Meetings 15
12. NOTICE OF MEETINGS 15
12.1 Notice to be Given for General Meetings 16
12.2 Business of Meeting 16
13. PROCEEDINGS AT MEETINGS 16
13.1 Quorum 16
13.2 President to Chair 16
13.3 Chairperson May Adjourn Meeting 16
14. VOTING AT GENERAL MEETINGS 17
14.1 Voting Rights 17
14.2 Voting Procedure 17
14.3 Recording of Determinations 17
14.4 Poll at General Meetings 17
14.5 Proxy and Postal Voting 17
14.6 Resolutions 17
PART IV – BOARD 18
15. BOARD 18
15.1 Powers of Board 18
15.2 Composition of Board 18
15.3 Elected Directors 18
15.4 Appointed Directors 19
15.5 Casual Vacancy 19
15.6 General Duties 20
15.7 Transitional Arrangements……………………………………………………..19
16. ELECTION OF ELECTED DIRECTORS 20
17. VACANCY ON THE BOARD 22
17.1 Grounds for Termination of Director 22
17.2 Removal of Director 22
17.3 Appointment of Statutory Manager……………………………………………21
18. QUORUM AND PROCEDURE AT BOARD MEETINGS 23
18.1 Convening a Board Meeting 23
18.2 Quorum 23
18.3 Procedures at Board meetings 23
19. Directors’ Interests 24
19.1 General Principle 24
19.2 Disclosure of Interests 24
19.3 General Disclosure 25
19.4 Recording Disclosures 25
19.5 Conflicts 25
20. DELEGATED POWERS AND DUTIES 25
20.1 Board May Delegate Functions 25
20.2 Exercise of Delegated Functions 25
20.3 Procedure of Delegated Entity 25
20.4 Chief Executive 26
20.5 Committees 26
20.6 Delegates of Clubs 26
PART V - MISCELLANEOUS 26
21. Liquor Licence – Liquor only, no Gaming 26
21.1 Receipts for the supply of liquor 26
21.2 Management of the Club 26
21.3 Guests 27
21.4 Register of guests 27
22. GRIEVANCE PROCEDURES 27
23. SOURCES OF FUNDS 28
24. CONTROL OVER PROPERTY 28
25. APPLICATION OF INCOME 27
26. SIGNING OF NEGOTIABLE INSTRUMENTS 29
27. COMMON SEAL 29
28. ALTERATION OF CONSTITUTION 29
29. DISSOLUTION 29
30. INDEMNITY 29
31. SERVICE OF NOTICES 30
32. CUSTODY OF BOOKS AND OTHER DOCUMENTS 30
33. REGULATIONS AND BY-LAWS 30
SEAFORD BOWLS CLUB INC.
CONSTITUTION - ADOPTED 18 NOVEMBER 2012
AMENDMENTS
4 Aug 2013 AGM – Existing Rule 9 - Deleted.
4 Aug 2013 AGM – New Rule 9 - Added.
4 Aug 2013 AGM – Rule 15.2(c), Rule 15.2(d), Rule 15.2(e) – Deleted.
4 Aug 2013 AGM – Rule15.2 (f) re-numbered to Rule 15.2(c), Rule15.2(g) re-numbered to Sect. 15.2(d).
4 Aug 2013 AGM – Rule 15.6 - Added.
4 Aug 2013 AGM – Rule 15.6 re-numbered to Rule 15.7
4 Aug 2013 AGM – Rule 15.7(a) – Amended.
4 Aug 2013 AGM – Rule 5.7(b) - (v), (vi), (vii) - Added.
4 Aug 2013 AGM – Rule 32(d) - Added.
4 Aug 2013 AGM – Rule 27(c) - Added.
4 Aug 2013 AGM – Rule17.1 (g) - (duplicated) – re-numbered to Rule17.1 (i).
4 Aug 2013 AGM – Rule17.1 (j) - Added.
4 Aug 2013 AGM – Rule 17.3 - Added.
4 Aug 2013 AGM – Rule. 15.5 re-numbered to Rule 15.5(a), Rule 15.5(b) - Added.
4 Aug 2013 AGM – Rule15.1 (b)(v) - Added.
4 Aug 2013 AGM – Rule32(b) – Additions after the words “all meetings”.
3Apr 2016 SGM – Rule 1 – Amended – Change Name.
3 Apr 2016 SGM – Rule 2 (b) – Add - Rules 2(b) to 2(j) renumber existing Rules to 2(c) to 2(k).
3 Apr 2016 SGM – Rule 4.1 – Definitions - Amend ‘Club’ and ‘Financial year’- Add ‘Relevant Documents’
3 Apr 2016 SGM – Rule 5.1 – Amend 5.1(a) &5.1(f) – Add 5.1(c) & 5.1(e) – renumber 5.1(c) to 5.1(d),
5.1(d) to 5.1(f), 5.1(e) to 5.1(g), 5.1(f) to 5.1(h) & 5.1(g) to 5.1(i).
3Apr 2016 SGM – Rule 5.2 – Amend heading, 5.2(a) & 5.2(g).
3 Apr 2016 SGM – Rule 5.3 – Add 5.3(a), Renumber 5.3(a),(b),(c),(d),(e) & (f) to 5.3(b), (c), (d), (e), (f) & (g).
3 Apr 2016 SGM – Rule 5.3 – Amend rules 5.3(b) & 5.3(c).
3 Apr 2016 SGM – Existing Rules 5.7(b)(v), 5.7(b)(vi) & 5.7(b)(vii) deleted.
3 Apr 2016 SGM – Rule 7.2 – Amended.
3 Apr 2016 SGM – Rule 13.1 – Amended.
3 Apr 2016 SGM – Rule 14.1(a) – Amended.
3 Apr 2016 SGM – Rule 15.2 – Amended.
3 Apr 2016 SGM – Rule 15.5(a) – Amended.
3 Apr 2016 SGM – Rule 15.6(c) – Added, Renumber existing Rules 15.6(c) & (15.6(d) to 15.6(d) & 15.6(e).
3 Apr 2016 SGM – Existing Rule 15.7 deleted & replaced by new Rule 15.7.
3 Apr 2016 SGM – Rule 16(b)(i) – Amended.
3 Apr 2016 SGM – Rule 16(g) – Amended.
3 Apr 2016 SGM – Rule 17.1(a) – Amended.
3 Apr 2016 SGM – Rule 20.4(a) – Delete the words ‘shall act as Public Officer of the Club and’.
3 Apr 2016 SGM – Renumber Rules 24.1 & 24.2 to 24(a) & 24(b).
3 Apr 2016 SGM – Rule 29 – Add Rule 24(a), Renumber existing Rules 24(a) & (b) to 24(b) &(c).
Constitution of
BELVEDERE BOWLS CLUB INC.
PART I – PURPOSES, POWERS AND INTERPRETATION
1. NAME
The name of the incorporated association is Belvedere Bowls Club Inc. Effective May 1st 2016. Formerly Seaford Bowls Club Inc.
2. PURPOSES OF ASSOCIATION
The Club is established solely for these purposes. The purposes of the Club are to:
(a) conduct, encourage, promote, advance and administer Bowls throughout its local area;
(b) amalgamate the membership of Seaford Bowls Club Inc. and Frankston RSL Bowls Section:
(c) act, at all times, on behalf of and in the interest of the Members and Bowls;
(d) affiliate and otherwise liaise with Bowls Victoria (including, but not limited to, its Regions and Divisions), Bowls Australia and/or World Bowls and adopt their rule and policy frameworks to further these purposes;
(e) abide by, promulgate, enforce and secure uniformity in the application of the rules of Bowls as may be determined from time to time by Bowls Victoria, Bowls Australia and/or World Bowls and as may be necessary for the management and control of Bowls and related activities in Victoria;
(f) advance the operations and activities of the Club throughout the local area;
(g) maintain and conduct a sporting and social Club and to build, maintain or otherwise provide facilities for the use and recreation of the Members;
(h) raise and borrow any monies, and to buy, sell or otherwise deal with any real or personal property, required for the purposes of the Club upon such terms and conditions and/or on such securities as may be determined;
(i) apply for, hold and renew any liquor or gaming licences;
(j) have regard to the public interest in its operations; and
(k) undertake and or do all such things or activities which are necessary, incidental or conducive to the advancement of these purposes.
3. POWERS OF ASSOCIATION
Solely for furthering the purposes set out above, the Club has all the rights, powers and privileges conferred on it under the Act, in particular part 4.
4. INTERPRETATION AND DEFINITIONS
4.1 Definitions
In this Constitution, unless the contrary intention appears:
Act means the Associations Incorporation Reform Act 2012 (Vic).
Affiliated Member means a natural person recognized by the Club as a Member under rule 5.2(g) from time to time. For the avoidance of doubt, such members must meet and maintain any criteria set by Bowls Victoria from time to time for "Affiliated Members" (or equivalent) under its constitution.
Annual General Meeting means a meeting of Members convened in accordance with rule 10.
Annual Subscriptions means the annual fees payable by each category of Member as determined by the Board under rule 6.
Appointed Director means a Director appointed under rule 15.4.
Board means the body consisting of the Directors under rule 15.2.
Bowls means the sport and game of bowls as determined by World Bowls with such variations as may be recognised by Bowls Australia or Bowls Victoria from time to time.
Bowls Australia means Bowls Australia Incorporated, the governing body for Bowls in Australia, or its successors.
Bowls Victoria means Bowls Victoria Incorporated, the governing body for Bowls in Victoria, or its successors.
Chief Executive means the chief executive officer of the Club (if any) appointed by the Board in accordance with rule 20.4. If a Chief Executive has not been appointed by the Board, all references to the "Chief Executive" in this Constitution shall be taken to refer to the Board.
Club means Belvedere Bowls Club Inc.
Committee means any committee of the Board created under rule 20.5 from time to time.
Constitution means this constitution of the Club as amended from time to time.
Delegate means a person appointed by the Board to represent the Club at Bowls Victoria or other meetings.
Director means a member of the Board and includes an Elected Director and an Appointed Director.
Division means a cluster of Bowls clubs designated by Bowls Victoria from time to time, brought together for the purpose of organizing competition within its boundaries and to carry out any other functions defined by Bowls Victoria from time to time.
Elected Director means a Director elected under rule 16.
Financial Year means the year ending on 30 April.
General Meeting means an Annual General Meeting together with any meeting of Members convened in accordance with rule 11.
Life Member means an individual elected as such under rule 5.3.
Member means any person recognized as a member of the Club by the Board under rule 5 from time to time.
President means the president of the Club appointed in accordance with rule 15.2(b) from time to time.
Region means an area of Victoria having boundaries as approved by Bowls Victoria from time to time. A reference to “Region” also includes the committee or other body appointed to administer an approved area.
Register means the register of Members kept in accordance with rule 7.1.
Regulations mean any regulations made by the Board under rule 33.
Relevant Documents means the records and other documents, however recorded compiled or stored, that relate to the Club and management of the Club and includes membership records, financial statements, financial records and other records and documents relating to transactions, dealings, business or property of the Club
Sections means Men’s and Women’s Bowling Sections of the Club.
Special Resolution has the same meaning as the Act.
World Bowls means World Bowls Limited, the international governing body for Bowls, or its successors.
4.2 Interpretation
In this Constitution:
(a) a reference to a rule, regulation, schedule or annexure is to a rule, regulation, schedule or annexure of, or made under, this Constitution;
(b) words importing the singular include the plural and vice versa;
(c) words importing any gender include the other gender;
(d) headings are for convenience only and shall not be used for interpretation;
(e) words or expressions shall be interpreted in accordance with the provisions of the Act as they vary from time to time;
(f) references to persons include natural persons, corporations and bodies politic, and any legal personal representatives, successors and permitted assigns of that person;
(g) a reference to a statute, ordinance, code or other law includes regulations and other statutory instruments under it and consolidations, amendments, re-enactments or replacements of any of them (whether of the same or any legislative authority having jurisdiction); and
(h) expressions referring to "writing" shall unless the contrary intention appears, be construed as including references to printing, photography and other modes of representing or reproducing words in a visible form, including messages sent by electronic mail.
4.3 Enforceability
If any provision of this Constitution or any phrase contained in it is invalid or unenforceable in any jurisdiction, the phrase or provision shall be read down for the purpose of that jurisdiction, if possible, so it is valid and enforceable. If it can not be so read down the provision shall be severed to the extent of the invalidity or unenforceability. The remaining provisions of this Constitution and its validity or enforceability shall not be affected by the severance in any other jurisdiction.
PART II - MEMBERSHIP
5. MEMBERSHIP OF CLUB
5.1 Categories of Member
The Members shall be, and shall be divided into, the following categories:
(a) Full Affiliated Members, shall be entitled to all the privileges of the Club and shall have the right to be present, debate, hold office and vote at General Meetings;
(b) Life Members, shall be entitled to all the privileges of the Club and shall have the right to be present, debate, hold office and vote at General Meetings;
(c) Full Unaffiliated Members shall be entitled to all privileges of the Club other than the right to bowl on the green. They shall have the right to be present, debate, hold office and vote at General Meetings;