1. NAME:
1.1 The name of the Association shall be the Military Vehicle Preservation Society of South Australia Inc. (hereinafter called the Society)
2. OBJECTS:
The objects of the Society shall be: –
2.1 The collection, preservation and restoration of historic military vehicles, their associated parts, auxiliary equipment, and other Military Memorabilia.
2.2 To establish and operate a museum for the public exhibition of such vehicles for the benefit of the community and to provide an educational resource.
2.3 To encourage Members to use, display and demonstrate such vehicles on appropriate public occasions, particularly of an historical nature.
2.4 The collection and dissemination amongst Members of information relevant to the above objects.
2.5 To liaise with and exchange information with other bodies, associations and authorities in pursuance of the above objects.
3. INCOME & PROPERTY
3.1 The income and property of the Society shall be applied solely to the promotion of the objects of the Society as set out in the Constitution and in accordance with the By-Laws.
3.2 No part of the income or property of the Society shall be paid or transferred directly or indirectly by way of dividend, bonus or otherwise howsoever, by way of profit to any Member.
3.3 Nothing herein contained shall prevent the payment in good faith of reimbursement of expenses incurred to any Officer, Servant or Member of the Society.
3.4 No Office of the Society shall carry benefit of salary.
3.5 The Society can register a vehicle in its own name.
4. MEMBERSHIP
4.1 Membership shall mean any Full Member or Associate Member, as hereinafter defined, whose subscription has been paid for the current year.
4.2 A Full Member shall have the full rights and privileges as provided for in the Constitution and By-Laws as well as receiving copies of the Society’s newsletter.
4.3 An Associate Member shall mean a member of the family of a Full Member who shall have the same rights and privileges as a Full Member except that they shall not receive copies of the Society’s newsletter.
4.4 Membership categories may be determined from time to time by the Board.
4.5 Membership shall be available to any person aged 18 years or over who is interested in the objects of the Society, subject to any limitation on numbers as may from time to time be applied by the Board.
4.6 The procedure for processing membership applications shall be as set out in the By-Laws.
4.7 Upon admission to the Society, the Applicant shall pay to the Treasurer the prescribed joining fee and subscription and shall be entitled to a current copy of the Constitution and By-Laws of the Society.
4.8 A Member may resign from the Society at any time by notice in writing to the Secretary or Public Officer, but shall remain liable for any fees, subscriptions, calls or amounts which have fallen due for payment prior to the time of the receipt by the Society of their written resignation.
4.9 A Member, on tendering his resignation, shall return to the Society all books, papers, notes or other property not being personal effects, which have been entrusted to him by the Society.
4.10 The Society is considered to be a financial member in its own right.
5. BOARD
5.1 The management of the Society and its affairs powers and duties shall be vested in the Board.
5.2 The Board shall comprise the following Offices:- President, Vice President, Secretary, Treasurer, Public Relations Officer, Editor, 2 x Safety Officers, and Membership Officer.
5.3 It shall be a condition of office that a Board Member shall be a Full or Associate Member of not less than twelve months standing.
5.4 All Officers shall be elected by a simple majority vote of Members present and voting at the Annual General Meeting.
5.5 Any casual vacancy occurring on the Board may be filled, until the next General Meeting, by a Member elected by the Board.
5.6 The Board shall, subject to the Constitution and By-Laws of the Society, have the power to appoint Sub-Boards or enlist the aid or advice of any Member, person or organization.
5.7 The Board shall appoint a Public Officer as required by the Act.
5.8 A Board Member shall be a natural person.
6. SUBSCRIPTIONS AND JOINING FEE
6.1 Subscriptions and the joining fee shall be determined from time to time by the Board, subject to acceptance by the Members at a General Meeting.
6.2 Subscriptions shall become payable on the first day of July in each year.
6.3 Any Member whose subscription has not been paid by the first day of September shall cease to be a Member and all privileges of Membership shall be withdrawn from that day. The Board, at its discretion, may re-instate any Membership upon payment of subscription within three months of the first day of September.
6.4 The Amount of Subscription payable by a Member who joins the Society after 31st December shall be at the discretion of the Board.
7. ACCOUNTS
7.1 The Treasurer shall cause to be kept such accounting records as will sufficiently explain the transactions and financial position of the Society and enable true and fair financial statements to be presented at monthly Board and General Meetings, and shall cause such records to be kept in such a manner as to enable them to be properly audited.
7.2 The books of account shall be kept at the Registered Office of the Society or at such other place as the Board shall think fit.
7.3 At the Annual General Meeting the Treasurer shall lay before the Society a Balance Sheet and Income and Expenditure Statement made up to the end of the Financial Year.
7.4 The accounts of the Society shall be open to inspection by any Member subject to any reasonable restrictions as to time and manner of inspection.
8. MEETINGS
8.1 Meetings of the Membership shall be known as General Meetings and shall normally be held once a month, at least ten times a year, at a time and place as determined by the Board and ratified by the Members.
8.2 Meetings shall be conducted in accordance with the generally accepted principles of the conduct of meetings, and in an orderly and dignified manner.
8.3 Both General and Board Meetings shall be chaired by the President, or in their absence, by the Vice-President, or in their absence, by the Secretary, or in their absence by a Member of the Board.
8.4 No business which would require other than a simple majority vote may be transacted at a General Meeting where fewer than five Officers of the Board are present.
8.5 The Annual General Meeting shall be held during the month of July each year.
8.6 At least twenty-one days’ notice in writing, sent by ordinary or electronic mail by an Officer of the Society, shall be given to Members in respect of every Annual General Meeting or of any Extraordinary General Meeting, specifying the time and place of the meeting and the nature of the business to be transacted, and shall be deemed to have been received by ordinary or electronic mail.
8.7 The President may at any time call a Board Meeting to discuss and enact upon any matters that are pressing, provided that that Meeting is in accordance with the Constitution.
9. QUORUM
9.1 In the case of a Board Meeting a quorum shall be five Board Members.
9.2 In the case of a General Meeting, and Annual General Meeting or an Extraordinary General Meeting a quorum shall be fifteen Members including at least five Board Members.
9.3 The absence of a quorum at any meeting shall remove any powers of the meeting to transact any formal business but shall not prevent informal discussion of any Society business.
10. VOTING
10.1 Voting at any General Meeting, Annual General Meeting or Extraordinary General Meeting shall, unless otherwise provided, be by a simple majority of Members present and voting and shall be by show of hands except that voting shall be by secret ballot if at least five Members so require.
10.2 In the case of a tied vote at any meeting of the Society, or of its Board, the Chairman shall have a casting vote.
10.3 No Member shall have more than one vote notwithstanding that they may hold two offices.
10.4 A Member being a Body Corporate shall be entitled to appoint one person, who may not be a Member of the Society, to represent it at any General or Extraordinary Meeting of the Society. That person shall be appointed by the Body Corporate by a resolution of its board, which shall be authenticated under its seal. Such a person shall be deemed to be a Member of the Society for all purposes until the authority to represent the Body Corporate is revoked.
11. POLITICS AND ADVERTISING
11.1 The Society shall not form, proffer, nor advertise any political affiliations or opinions.
11.2 The Society shall not form, or be associated, with any para-military or pseudo-military organization.
11.3 No Member of the Society whose vehicle has been entered on the Register of Vehicles of the Society shall remain a Member should they use their vehicle in any way for political advertising.
11.4 No person who is not a Member, nor any Member whose vehicle is not on the Register of Vehicles, shall be permitted to display the Society’s emblem on their vehicle.
11.5 It shall be a condition of membership that a Member who displays the Society’s emblem on their vehicle or vehicles shall upon selling their vehicle or vehicles remove or efface that emblem to the satisfaction of the Board.
12. COMPLAINTS
12.1 The Society reserves the right to suspend or withdraw membership from any Member subject to the following provisions.
12.2 A Member may, in writing, lodge a complaint with the Board about the actions of any other Member.
12.3 The Board shall be empowered to hear complaints made to the effect that a Member or Members, by their actions or words expressed or implied, has/have contravened the objects of the Society as a whole or has/have caused or might cause detriment to the Society as a whole or its Members, or that an Officer of the Society has, by abuse of their office, caused detriment to a Member or Members of the Society, or is incompetent or incapable of satisfactorily performing the duties of their office.
12.4 The Board shall meet to investigate any such complaints and may invite the person or persons against whom the complaint is made to appear before it, or provide a written response to give any information or explanations as may be considered necessary.
12.5 The Board, after considering any complaint may by majority vote or not less than five Officers recommend or not as the case may be to the next General Meeting, that the person or persons against whom the complaint has been made shall cease to be a Member.
12.6 The implementation of any such recommendation put to a General Meeting shall require a two-thirds majority of Members present and voting.
13. LIABILITY
13.1 No Member of the Society shall be liable for the acts, neglects or defaults of any other Member or for any loss or damage occasioned by any error.
13.2 No Member of the Society shall be liable to contribute towards the payment of the debts and liabilities of the Society or the costs, charges and expenses of the dissolution of the Society.
14. INDEMNITY OF OFFICERS
14.1 The Society shall indemnify the Officers of the Board against any pecuniary loss or damages sustained resulting from their actions on behalf of the Society being in good faith and not outside the powers and authority, expressed or implied, set out in these and such other regulations as are from time to time in force.
15. AMENDMENTS
15.1 No amendments shall be made to the Constitution of the Society unless it shall have been approved by a two-thirds majority of Members present and voting at a General Meeting an Annual General Meeting or an Extraordinary General Meeting of which Notice of Meeting and motion shall have been duly given.
16. DISSOLUTION
16.1 If upon the dissolution of the Society there remains, after the satisfaction of all debts and liabilities, any property whatsoever, the same shall be donated to a similar club or organization or any other club, association or charitable organization as the Board may decide having similar objects to those of the Society and which has rules prohibiting the distribution of its assets and income to its members.
17. POWERS OF THE SOCIETY
17.1 The Society shall have the powers conferred by section 25 of the Associations Incorporation Act.
DEFINITIONS:
- BOARD means the Board of Management of the Society.
- GENERAL MEETING means a General Meeting of the members of the Society convened in accordance with this Constitution.
- BOARD MEETING means a Meeting of Board Members of the Society convened in accordance with this Constitution.
- ANNUAL GENERAL MEETING means a Meeting held annually to present Financial Statements and to elect Officers in accordance with the Constitution.
- EXTRAORDINARY GENERAL MEETING means a Meeting called to manage extraordinary matters outside of normal Meetings in accordance with the Constitution.
- MEMBER means a Member of the Society in accordance with the Constitution.
- THE ACT means the Associations Incorporation Act 1985.
- MONTH shall mean Calendar Month.
Updated 10 November 2021