Constitution amended '12

SOUTH COAST SWIMMING CLUB INC Affiliated with Swim SA

July 2012 1. NAME The name of the Club shall be “SOUTH COAST SWIMMING INCORPORATED”, and shall hereafter be referred to as the ”CLUB”.

CLUB

The colours of the Club shall be Black, Orange and White.

2. DEFINITIONS In these objects and regulations, unless the contrary intention appears:    

    

“Committee” means the Committee of Management of the Club:  “meeting” means a general meeting of members of the Club convened in accordance with these objects and regulations:  “member” means an ordinary member of the Club:  the “Act means the Associations Incorporations Act, 1985 (as amended):  the “Regulations” means the Associations Regulations, 1985. 

 3. OBJECTS AND PURPOSES

The objects for which the Club is established are: 3.1 To promote interest and encourage Swimming in all forms.

3.2 3.3

The Club shall be affiliated to SwimmingSA and affiliation to other kindred bodies may be effected from time to time.

To promote good fellowship among those interested in all forms of natatorial sports.

3.4

To convene, hold, regulate and conduct meetings of members for the purposes of furthering all or any aims of the Club.

3.5

To liaise, co-operate, associate and reciprocate with other clubs, corporate or unincorporated, either within or without Australia, having objects wholly, or in part, similar to the objects of this Club.

4. POWER In order to meet the objects, the Club has the power:

4.1 4.2 4.3

To act as trustees for any other incorporated association or any body, corporate or unincorporated, which has been formed for charitable purposes.

To accept and hold upon trust any real or personal property, which is gifted, devised or otherwise acquired by the Club subject to any trust and to carry out any such trust.

To enter any arrangements with any Government or authority supreme, municipal, local or otherwise, that may seem conducive to the Club’s objects, or any of them and to obtain from any such Government or authority any rights, privileges, options, licences, and concessions which the club may think it desirable to obtain and to carry out, exercise and comply with any such arrangements, rights, privileges and concessions.

4.4

To establish and support or aid in the establishment and support of associations, institutions, funds, trusts, superannuation and pension funds and conveniences calculated to benefit employees of the club, or the dependants of such persons, and to grant pensions and allowances and to make payments on account of, or towards, insurance, to enter into long service leave arrangements and to provide amenities for employees and to subscribe or guarantee money for charitable or benevolent objects, or for any exhibition, or for any public, general, or useful object.

4.5

To purchase, take or lease or in exchange, hire and otherwise acquire for such tenure and upon such conditions as the club thinks fit any real and personal property and any rights or privileges which the club may think necessary or convenient for the purposes of its business and in particular, but without in any way limiting the effect thereof, any land, buildings, easements, machinery, plant and stock-in-trade.

4.6

To invest and deal with the money of the Club in such manner as may from time to time be thought fit.

4.7

To invest money at interest on the security of freehold and leasehold land and lands or any other tenure whatsoever, stock, share, securities, merchandise and other real or personal property in the state of South Australia or elsewhere and generally to deposit, lend money, securities or property with or to such persons, firms or companies and upon such terms and subject to such conditions as may seem expedient and with, or without, security.

4.8

To borrow or raise money and secure the payment thereof in such manner as the Club shall think fit and in particular but without limiting the effect thereof by mortgage, Bill of Sale, pledge, lien or charge on any of the property of the Club or on promissory notes, acceptances or endorsements or credit of the Club, or in such other manner and upon such terms as shall seem fit.

4.9

To draw, make, accept, endorse, discount, execute and issue promissory notes, bills or exchange, bills of lading, warrant and other negotiable or transferable instruments.

4.10 To adopt such means of making known and advertising the aims and objects of the Club as may seem expedient.

4.11 To apply for, secure, acquire by grant, legislative enactment, assignment, transfer, purchase or otherwise and to exercise, carry out and enjoy any charter, licence,

power authority, franchise, concession, right or privilege which any Government or Authority or any corporation or other public body may be empowered to grant, and to pay for, aid in, and contribute towards carrying the same into effect and to appropriate any of the Club’s assets to defray the necessary costs, charges, and expense thereof.

4.12 To apply for, promote and obtain any statute, order, regulation or other authorisation or enactment, which may seem calculated directly, or indirectly, to benefit the Club, and to appose any bills, proceedings or applications which may seem calculated directly, or indirectly, to prejudice the Club’s interests.

4.13 To sell, improve, manage, develop, exchange, lease, dispose, or turn to account, or otherwise deal with all, or any part of, the property and rights of the Club.

4.14 To remunerate the servants and employees of the Club or any of them by way of salary.

4.15 4.16

To pay all costs, charges and expenses in incorporating this Club.

To apply the profits (if any) or other income of the Association for the promoting of the above objects.

4.17

To do all such other things as are included or conducive to the attainment of the Objects and the exercise of the powers of the Club.

5. INCOME DISTRIBUTION 5.1

Nothing in the foregoing objects shall be deemed to empower the Club to carry on trading and the income and property of the Club whencesoever derived shall be applied solely towards the promotion of the Objects of the Club as set forth in these Objects and no portion thereof shall be paid or transferred directly, or indirectly, by way of dividend or bonus or otherwise howsoever by way of profit to members of the Club or to any of them or to any person claiming through them or any of them.

5.2

Provided that nothing herein contained shall prevent the payment in good faith of reasonable or proper remuneration to any officers or servants of the Club or to any member of the Club or other person in return for services actually rendered to the Club not prevent the payment of interest at a rate not exceeding market rates on money lent or reasonable and proper rent for premises demised or let by any member to the Club but so that no member of the Committee of the Club shall be appointed to any salaried office of the Club or any office of the Club paid by fees and that no remuneration or other benefit in money or moneys worth shall be given by the Club to any member of such Committee except repayment of out-of-pocket expenses and interest at the rate aforesaid ion money lent or reasonable and proper rent for premises demised or let to the Club.

5.3

Nor shall the preceding provisions of this clause apply to prevent any member who may be successful competitor or exhibitor at any competition or exhibition held or promoted by the Club under the said Objects or to the cost of establishing or holding of which the club may have subscribed out of its income or property from receiving as such competitor or exhibitor a prize medal or other recognition which may under the regulations affecting the said competition or exhibition be awarded to him.

6. REGULATIONS 6.1

Membership of the Club shall consist of: (1)

Ordinary members, unlimited in number, who shall be natural persons enrolled as: (a)

Registered Members – Competitors (i) (ii) (iii)

(b)

Junior Registered Members – Competitors (i) (ii) (iii)

(c)

who are over the age of 18 years; who are registered as ‘Competitors’ with the SwimmingSA; and who are entitled to vote in the affairs of the Club and hold office

who are under the age of 18 years who are registered with SwimmingSA; and who are entitled to the use of the Club’s facilities and services, but shall not be eligible to vote in the affairs of the Club or hold office

Social Members (Senior) – Non Competitors (i) (ii)

(2)

6.2

6.3

who are over the age of 18 years; who are registered as ‘Non-Competitors’ with SwimmingSA; and (iii) who are entitled to vote in the affairs of the Club and hold office (d) Social Members (Junior) – Non Competitors (i) who are under the age of 18 years (ii) who are registered as ‘Non-Competitors’ with SwimmingSA; and (iii) who are entitled to the use of the Club’s facilities and services but shall not be eligible to vote in the affairs of the Club or hold office.

Life members, who shall be natural persons enrolled as registered or social members provided always that the number of life members does not exceed 25.

The Committee shall have the power to confer Life membership upon any Registered or Social financial ordinary member who has rendered valuable service to the Club provided that such service has been over a period of ten (10) years not necessarily continuously. A Life Member shall be deemed to be and shall be entitled to all rights and privileges of a financial member of the Club.

Any person who seeks membership of the club shall fill in a Club Application Form and a SwimmingSA Registration Form that must be signed by the applicant and the Registrar or Secretary.

7. SUBSCRIPTIONS 7.1 7.2

7.3

The subscription fees for each class of membership shall be such sum as the Committee shall determine from time to time.

The subscription fees for each class of membership shall be payable annually in advance on 1 May or such other time as the Committee shall determine from time to time.

Any member whose subscription is in arrears shall forfeit the right to hold office or vote in the affairs of the Club until full and proper payment is made.

8. RESIGNATION 8.1

A member may resign from membership of the club by giving written notice thereof to the Secretary or Public Officer of the club. Any member so resigning shall be liable for any outstanding subscriptions/squad fees, which shall be recovered as a debt due to the Club.

9. EXPULSION/SUSPENSION OF A MEMBER 9.1

Subject to giving a member an opportunity to be heard or to make a written submission, the Committee may resolve to expel or suspend or otherwise punish or penalise a member upon a charge of misconduct detrimental to the interests of the Club. Particulars of the charge shall be communicated to the member at least one calendar month before the meeting of the Committee at which the matter will be determined.

9.2

The determination of the Committee shall be communicated to the member, and in the event of an adverse determination, the member shall subject, to Regulation 9 (4), cease to be or be suspended as a member 14 days after the Committee has communicated its determination.

9.3

A member is entitled to appeal to the Club in general meeting against a suspension/expulsion. The intention to appeal shall be communicated to the Secretary or Public Officer of the Club within 14 days after the determination of the committee has been communicated to the member.

9.4

In the event of an appeal under Regulation 9 (4), the appellant’s membership of the Club shall not be terminated unless the determination of the Committee to expel the member is upheld by the members of the Club in general meeting after the appellant has been heard, and in such event, membership will be terminated at the date of the general meeting at which the determination of the Committee is upheld.

The Committee shall not be required to accept the renewal of membership of a suspended member when renewal next falls due.

9.5

10. THE COMMITTEE 10.1

The affairs of the Club shall be managed and controlled exclusively by a committee which, in addition to any powers and authorities conferred by these regulations may exercise all such powers and do all such things as are within the objects of the Club, and are not by the Act or by these regulations required to be done by the Club in general meeting.

10.2

10.3 10.4 10.5

The Committee shall have the power to appoint such officers and employees as are required to carry out the objects of the Club, including a Public Officer required by the Act, and may discuss or delegate any of its powers to such officers and employees.

The Committee shall be comprised of a minimum of five (5) adult persons and shall include the President, Secretary and Treasurer all of whom shall be ordinary financial members.

At each Annual General Meeting, all members of the Committee shall retire and shall be eligible for reappointment.

The Committee may appoint an ordinary financial member to fill a casual vacancy, and such a committee member shall hold office until the next annual general meeting of the Club and shall be eligible for reappointment.

10.6

A retiring committee member shall be eligible to stand for re-election without nomination but no person not being a retiring committee member shall be eligible to stand for election unless the member has been nominated at least twenty-eight days before the meeting by delivering the nomination of that person to the secretary of the Club. The nomination shall be signed by the proposer and by the nominee to signify a willingness to stand for election.

10.7

Notice of all persons seeking election or re-election to the Committee shall be given to all members of the Club with the notice calling the meeting at which the election is to take place.

10.8

If only the required number of persons are nominated to fill existing vacancies, the secretary shall report accordingly to the annual general meeting, and the chairperson shall declare such persons duly elected as committee members.

10.9

In matters of urgency, an executive of three from the President, Vice-President, Secretary and Treasurer shall be permitted to exercise any of the powers of authority of a full committee quorum, subject always to the endorsement of Committee at the next Committee meeting.

11. DISQUALIFICATION OF COMMITTEE MEMBERS The office of committee member shall become vacant if a committee member is: 1) 2) 3) 4)

disqualified by the Act. expelled under these regulations; permanently incapacitated by ill health; absent without apology from more than three consecutive committee meetings or more than three committee meetings in a financial year; or 5) if a committee member has tendered a resignation in writing.

12. PROCEEDINGS OF COMMITTEE 12.1 The Committee shall meet together for the dispatch of business at least nine (9) times per year in addition to the AGM. 12.2

Questions arising at any meeting shall be decided by a majority of votes, and in the event of equality of votes, the chairperson shall have a casting vote in addition to a deliberative vote.

12.3

A quorum for a meeting of the Committee shall be a minimum of five (5) members or fifty percent (50%) plus one (1) of the Committee whichever the greater.

12.4

The President or the Secretary or three (3) members of the Committee shall have the power to call or direct the President to call a meeting of the Committee.

The Secretary shall give at least 14 days written notice of all Committee meetings.

12.5 12.6

The Committee may function validly with any Committee vacancies so long as its number is not reduced below the quorum (5).

12.7

The Committee may appoint sub-committees of members for specific purposes and may delegate to any such sub-committees any of its powers or functions and may revoke at any time such appointments and/or delegation. Such sub-committees will report all their actions to the Committee meetings.

12.8

A member of the Committee having a pecuniary or conflict of interest in a contract with the Club must disclose the interest to the Committee as required by the Act and shall not vote with respect to that contract.

12.9

The Committee shall once each year arrange for a ballot to be conducted among all registered swimmers in the Club to elect a Male and Female Club Captain and Vice Captain to serve for the following twelve months. The outcome of the ballot shall be subject to confirmation by the Management Committee.

13. FINANCIAL YEAR The financial year of the Club shall be the period ending in line with the end of the official swim year as determined by SwimmingSA. 14. BORROWING POWERS 14.1

Subject to this rule the Club may borrow money from banks or other financial institutions upon such terms and conditions as the Committee sees fit, and may secure the repayment thereof by charging the property of the Club.

14.2

Subject to section 53 of the Act, the Club may invite and accept deposits of money from any person on such terms and conditions a may be determined by the Committee from time to time.

15. THE SEAL 15.1 15.2 15.3

15.4

The Club shall have a common seal upon which its corporate name shall appear in legible characters.

The seal shall not be used without the express authorisation of the Committee and every use of the seal shall be recorded in the minute book of the Club. The President and Secretary and one other Committee Member shall witness the affixing of the seal.

The seal shall be kept in the custody of the secretary or such other person as the Committee may from time to time determine.

16. MEETINGS 16.1

The Committee may call a special general meeting of the Club at any time and shall call an annual general meeting in accordance with the Act.

16.2

The annual general meeting shall be held within two calendar months after the end of the financial year.

16.3

Upon a requisition in writing of not less than 10% or 25 (whichever is the larger) of the total number of members of the Club, the Committee shall within one month of the receipt of the requisition, convene a special general meeting for the purpose specified in the requisition.

Every requisition for a special general meeting shall be signed by the members making the same and shall state the purpose of the meeting.

16.4

16.5

If a special general meeting is not convened within one month as required by Regulation 16.3, the requisitionists may convene a special general meeting. Such a meeting shall be convened in the same manner as a meeting convened by the Committee, and for this purpose the Committee shall ensure that the requisitionists are supplied free of charge with particulars of the members entitled to receive a notice of meeting. The reasonable expenses of convening and conducting such a meeting shall be borne by the Club.

16.6

Subject to Regulation 16.7 at least twenty-one days’ notice of any general meeting shall be given to members. The notice shall set out where and when the meeting will be held, and particulars of the nature and order of the business to be transacted at the meeting. In the case of an annual general meeting, the order of the business at the meeting shall be: (a) (b) (c) (d) (e) (f)

receipt of Committee Annual Reports consideration of the accounts receipt of Audit Report appointment of auditor election of Committee any other business

16.7

Notice of a meeting at which a special resolution is to be proposed shall be given to financial members at least 21 days prior to the date of the general meeting.

16.8

The Club may give a notice to any member by serving the member with the notice personally, or by sending it by post to the address appearing in the register of members.

16.9

Where a notice is sent by post, service of the notice shall be deemed to be effected if it is properly addressed and posted to the member by ordinary prepaid mail.

17. PROCEEDINGS AT MEETINGS 17.1

25 financial members or 25% of membership present personally shall constitute a quorum at any general meeting.

17.2

If within thirty minutes after the time appointed for the meeting a quorum of members is not present, a meeting convened upon the requisition of members shall lapse. In any other case, the meeting shall stand adjourned to the same day in the next week at the same time and place and if at such adjourned meeting a quorum is

not present within 30 minutes of the time appointed for the meeting, the members present shall form a quorum.

17.3

The President of the Club or the vice-President of the Club or in their absence, or on their declining to take, or retiring from the chair, one of the Committee members chosen by meeting shall preside as chairperson at every general meeting of the Club.

17.4

If there is no such chairperson present within five minutes after the time appointed for holding the meeting, the members present may choose one of their number to be the chairperson.

17.5

The chairperson may with the consent of any meeting at which a quorum is present, and shall if so directed by the meeting, adjourn the meeting from time to time and from place to place, but no business shall be transacted at any adjourned meeting other than the business left unfinished at the meeting from which the adjournment took place.

17.6

When a meeting is adjourned for 30 days or more, notice of the adjourned meeting shall be given as if that meeting were an original meeting of members.

17.7

At any general meeting, a resolution put to a vote shall be decided on a show of hands, and a declaration by the chairperson of the meeting that a resolution has been carried or lost, unless a poll is demanded by conclusive evidence of the fact, without proof of the number or proportion of the votes recorded in favour of, or against, the resolution.

17.8

If a poll is demanded by the chairperson of the meeting or by three or more members present personally, it shall be taken in such manner as the chairperson directs. The result of such poll shall be the resolution of the meeting, except that in the case of a special resolution a majority of not less than three quarters of the members who being entitled to do so vote personally at the meeting is required.

17.9

A poll demanded on the election of a chairperson of a meeting or on any question of an adjournment, shall be taken at the meeting and without adjournment.

18. MINUTES 18.1

Proper minutes of all proceedings of meetings of the Club and of meetings of the Committee, shall be entered within one month after the relevant meeting in minute books kept for the purpose.

18.2

The minutes kept pursuant to this regulation shall be signed by the chairperson of the meeting at which the proceedings took place or by the chairperson of the next succeeding meeting.

18.3

Where minutes are entered and signed they shall until the contrary is proved e evidence that the meeting was convened and duly held, that all proceedings held at the meeting shall be deemed to have been duly held, and that all appointments made at a meeting shall be deemed to be valid.

18.4

Financial members may, on the approval of Committee, have access to the minutes at a time and place determined by Committee.

19. VOTING RIGHTS Subject to these regulations each financial ordinary member present in person at any general meeting shall be entitle to one vote.

20. ACCOUNTS 20.1

The Club shall keep such accounting records as are necessary to correctly record and represent the financial transactions and financial position of the Club.

20.2

The books of accounts shall be kept in such place as the Treasurer thinks fit and shall always be open to the inspection of Committee members.

20.3

At each Annual General Meeting, the Committee shall cause to be tabled a Balance Sheet and Profit & Loss account for the previous financial year of the Club accompanied by the Auditors Report and Report by Committee.

21. ALTERATION OF THE CONSITITUTION 21.1

The Constitution, Objects and Regulations shall not be amended, added to, or rescinded except at an Annual General Meeting or Special General Meeting of which at least twenty one (21) days notice has been give to all financial members of the Club who are eligible to vote stating the proposed amendment, addition or rescission to the Constitution.

21.2

No notion for such amendment, addition or rescission shall have effect unless carried by a majority of two thirds of the financial members present and voting on the motion.

21.3

Alteration to Constitution, Objects and Regulations shall be registered with the relevant authorities in accordance with the Act.

21.4

The amended Constitution, Objects and Regulations shall bind the Club and every member to the same extent as if they had respectively signed and sealed them and agreed to be bound by them.

22. BY-LAWS 22.1

The Committee may, from time to time, prescribe, amend or rescind By-Laws for the Club and its membership that will be binding on all Club members. Such By-Laws become binding on members from the date they are first displayed on the Club notice board.

22.2

By-Laws prescribed by the Committee shall not overrule or conflict with the regulations provided in this Constitution or the Act.

22.3

By-Laws may include but are not necessarily limited to: (a) (b) (c) (d) (e) (f)

The orders of business for meetings The rules of debate for meetings The conduct of meetings and events of the Club The conduct of members of the Club in relation to each other and officials and servants of the Club The rules for the use of club facilities The rules of competitions

(g) (h) (i) 22.4

The criteria for awards and presentations The duties of officers, officials and other honorary officers.

Generally all such matters as are commonly the subject of By-Laws.

The Committee shall cause By-Laws to be minuted and maintained under separate cover and in a form readily available for members.

23. WINDING UP 23.1

The Club may be wound up in the manner provided for in the Act.

23.2

Subject to this constitution and rules, a two-thirds majority of financial and life members present personally at an Annual General or Special meeting may resolve to wind up the Club.

23.3

If, after the winding up of the Club, there remains after satisfaction of all its debts and liabilities, “surplus assets” as defined in the Act, such assets shall be appropriated in accordance with this rule:

(a)

Notwithstanding any Act or law to the contrary, it shall not be lawful for those “surplus assets” to be distributed amongst the members or former members of the Club.

(b)

The whole of those “surplus assets” shall be transferred to SwimmingSA or some other body nominated by the Association having objects the same as or similar to those of the Club provided that the organization shall prohibit the distribution of income and property to members.

(c)

If the Club becomes defunct or is abandoned, its funds, property or assets shall be transferred to a recognised trustee company having a place of business in South Australia, to be held in trust by it pending revival of the Club, but if the Club is not revived after a lapse of six years, the trustee shall apply the funds, property or assets, for the benefit of another organization complying with Regulation 23 (3) (b) of this rule.

Bye Laws Volume 1 Conduct th

Adopted 12 June 2002 Conduct of members of the club (SCSC) 1.

2.

All members of the South Coast Swimming Club are to conduct themselves so as not to bring the club into disrepute.

Members or parents/caregivers of members who contravene the SCSC BY-LAW may have to justify their continuing membership to the committee.

Rules of the pool deck 1.

Conduct All members of SCSC and parents/caregivers of members are expected to conduct themselves in an exemplary manner while on the pool deck at swim meetings or at training.

Acts that include the following will be dealt with in the first instance by the coach and maybe followed up by the committee under regulation 9 of the constitution. a. b. c.

2.

Verbal abuse and sledging of fellow members, officials, coaches and members of the public.

Physical abuse of members, officials, coaches and members of the public.

Racial and sexual jokes or comments

Powers of the Coach The head coach will have the power to suspend any members of SCSC for up to and including seven (7) days for misconduct on the pool deck. This action is to be conveyed to the committee as soon as possible in writing with the reasons for the suspension. This action is only a suspension from the pool deck and not to be confused with regulation 9 (expulsion/suspension) of a member from the SCSC. Both the committee and the head coach reserve the right to immediately expel any swimmer taking or supplying performance enhancing or recreational drugs.

3.

Expulsion Regulation (9) Any members who continually fail to conduct themselves appropriately and/or is suspended by the head coach three (3) consecutive times in any one season will be asked to show cause why they should not be expelled from the club under regulation 9.

4.

Time Keeping Swimmers must provide a timekeeper at swim meets and time trials or time keep themselves.

5.

Membership Membership to the club (SCSC) is not automatic; the committee reserve the right to refuse membership