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Constitution of the Australian Library and Information Association Limited

8 Proxies and representatives
8.1 Appointment of proxies
  Any member may appoint a proxy (who must also be a member) to act as a representative at any meeting which that member may be entitled to attend and to exercise all rights and to discharge all duties which that Member might have.
8.2 Instrument appointing proxies
  The instrument appointing a proxy:
  1. shall in the case of a member being a natural person, be in writing under the hand of the appointor or the attorney for the appointor duly authorised in writing or in the case of a member being other than a natural person under the hand of a person authorised to sign on that Member’s behalf. The appointment of a proxy may be revoked by the appointor at any time;
  2. may be in or to the effect of the following form or any other form which the Board may approve:

    The Australian Library and Information Association

    'I,  ________________________________________

    of  ________________________________________
    being a member of the Australian Library and Information Association
    hereby appoint ________________________________________
    of  ________________________________________
    as my proxy to vote for me at the general meeting to be held on the _____ day of ______________________ and at any adjournment thereof.

    Signed this _____ day of _______________________, _____'

    and

  3. need not be recognised by the Association until it has been deposited with or delivered to or received by facsimile or e-mail at the office of the Association not less than 48 hours before the time scheduled for the commencement of the meeting at which the proxy purports to exercise any powers pursuant to it.
8.3 Appointment of representative by a corporation
 
  1. Where a member is a body corporate or an unincorporated association it shall act by and through an individual appointed under the authority of its governing body. Such authority shall be evidenced in writing and deposited with the executive director.
  2. Representatives of bodies corporate or unincorporated associations may be appointed to committees of the Association.
8.4 Proof of appointment or revocation of appointment of representative
  A certificate under the seal of the Corporation, or such other document that in the sole discretion of the chair of the meeting, is considered sufficient shall be prima facie evidence of the appointment or of the revocation of the appointment (as the case may be) of a representative under clause 8.3 and notwithstanding anything hereinbefore contained, the certificate or such other document evidencing the appointment of a representative shall be deposited at the office of the Association not less than 48 hours before the time scheduled for the commencement of the meeting at which the representative purports to exercise any powers pursuant to it.

9 Conditions of membership
9.1 Members bound
  Each member shall be bound by this Constitution.
9.2 Suspension
  If a member ceases to fulfil the requirements of eligibility for membership the Board may suspend membership until the Board determines that the member once again satisfies the eligibility requirements.
9.3 Resignation
  A Member may upon submitting written notice to that effect resign as a member. Membership shall cease upon receipt of such written notice by the secretary.
9.4 Bankruptcy of members
  Any member who becomes bankrupt or insolvent or executes an assignment of property for the benefit of creditors and any member being a corporation which goes into voluntary administration or compulsory or voluntary liquidation, other than for the purpose of reconstruction shall, by virtue of that bankruptcy, insolvency, execution of assignment, administration, or liquidation cease to be a member of the Association unless that member can satisfy the Board that no discreditable conduct by the member has occurred.
9.5 Complaints
  Any complaint that a member or a representative of a member has been convicted of a criminal offence and/or has acted or behaved in a manner prejudicial to the Association or in breach of the objects, purposes and standards of the Association shall be referred by the secretary to a complaints committee in accordance with the By-laws.

10 General meetings
10.1 Annual General Meeting
  Annual general meetings of the members of the Association shall be held in accordance with the provisions of the Corporations Law.
10.2 General meetings
  All general meetings other than annual general meetings shall be called general meetings.
10.3 Convening meetings
  Pursuant to section 249D of the Corporations Law the secretary when directed to do so by the Board, shall convene a general meeting and general meetings shall be convened on such requisition or, in default, may be convened as provided by the Corporations Law.
10.4 Notice of meetings
  Subject to the provisions of the Corporations Law relating to agreements for shorter notice, a minimum of 21 days notice (exclusive of the day on which the notice is served or deemed to be served, and exclusive of the day for which notice is given) shall be given to members.
10.5 Contents of notice
  A notice of a meeting of members will:
  1. set out the place, date and time of the meeting (and, if the meeting is to be held in two or more places, the technology that will be used to facilitate this);
  2. subject to the Corporations Law, state the general nature of the business of the meeting;
  3. if a special resolution is to be proposed at the meeting, set out the intention to propose the special resolution and state the resolution;
  4. if a member is entitled to appoint a proxy, contain a statement that:
    1. the member has a right to appoint a proxy;
    2. the proxy of the member needs to be a member; and
    3. a member who is entitled to cast two or more votes may appoint two proxies and may specify the proportion or number of the member's votes each proxy is entitled to exercise; and
  5. set out or include any additional information or documents specified by the Corporations Law.
10.6 Failure to give notice
  The accidental omission to give notice of a meeting to or the non-receipt of such notice by any person entitled to receive notice thereof shall not invalidate any resolution or proceedings of any meeting.

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10 October 2000 comments | privacy | copyright
http://archive.alia.org.au/governance/constitution/parts.8-10.html