Principles and Rules adopted, with amendments, by the Working Party held on 29 February 2016 including refinements suggested by members of the Working Party Monday 29 February to Wednesday 2 March 2016
1. Identity
1.1 |
The Uralla Neighbourhood Centre Inc – Z-NET Uralla Sub-association (herein after referred to as Z-NET Uralla) is a special interest Group within the Parent Association. | |
1.2 |
Z-NET Uralla operates under a Memorandum of Understanding (MOU) with the Parent Association. | |
1.3 |
Z-NET Uralla is a group of community volunteers who have come together to support the Vision and Mission of the Sub-Association, articulated in Section 3. | |
1.4 |
Although Z-NET Uralla Group operates under the Constitution of Uralla Neighbourhood Centre Inc. and the MOU, the Group has adopted a set of Principles and Rules articulated in this document to guide the Group’s operation in more detail. |
2. Definitions
“Casual Vacancy” means a vacancy in the position of officer of the Sub-association or delegate from a working group by death, resignation or removal.
“Committee” means and includes all members of Z-NET Uralla elected and/or delegated to serve on the Executive Committee of the Sub-association. “Parent Association” means the Uralla Neighbourhood Centre Incorporated, a not-for-profit incorporated Association. “Sub-association” means and includes all individuals of the Uralla Neighbourhood Centre Inc – Z-NET Uralla Sub-association (Z-NET Uralla) which is the group of volunteers who, as a special interest group within the Uralla Neighbourhood Centre Inc, have formed to advance the goals Z-NET Uralla. “Task” means an activity or action that has the objective of advancing the mission of Z-NET Uralla. “Uralla and Region” means the Uralla Shire Council area. “Working Group” means a group of members of the Sub-association who come together to work towards a specific task, or series of tasks, submitted to and approved by the Executive Committee. “Z-NET Uralla Framework” the schematic diagram of the Z-NET Uralla structure, relationships, indicators/measures, projects and outcomes. |
3. Vision, Mission and Values
3.1 |
The vision of Z-NET Uralla IS:A sustainable Uralla Shire in a sustainable world. |
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3.2 |
The mission of Z-NET Uralla IS:to assist the people of the Uralla Shire transition to energy self-sufficiency, based on renewable sources, and to allow our community to confidently participate in the unfolding revolution in energy technologies. |
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3.3 |
The values of Z-NET Uralla are:• caring for the earth and its people. |
4. Membership
4.1 |
Membership qualificationMembership of Z-NET Uralla is open to natural persons who: |
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4.2 |
Membership applicationAn application for membership of Z-NET Uralla must be made in writing in the form set out in Appendix A to these Rules and lodged with any member of the Executive Committee. |
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4.3 |
Recruitment of membersThere is no maximum membership number. Members are encouraged to invite other residents to attend Z-NET Uralla meetings and to consider becoming members of the Sub-association. |
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4.4 |
Register of MembersThe Secretary shall establish and maintain a register of members of the Association specifying the name, address, e-mail contact, telephone/mobile number of each person who is a member of the Association together with the date on which the person became a member. |
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4.5 |
Fees and subscriptionsThere is no joining fee and annual membership is free, however to retain membership members are expected to participate in at least two Z-NET Uralla activities per calendar year. |
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4.6 |
Membership entitlementsOn joining Z-NET Uralla, the Secretary will provide each new member with an electronic copies of the Principles and Rules of Z-NET Uralla, the current Z-NET Uralla Framework, the names of office bearers, and a schedule of current projects. A right, privilege or obligation, which a person has by reason of being a member of the Sub-association, is not capable of being transferred or transmitted to another person. A right, privilege or obligation, which a person has by reason of being a member of the Sub-association, terminates on the cessation of the person’s membership, under clause 4.8. |
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4.7 |
Resolution of internal disputesDisputes between members, in their capacities as members of the Sub-association or Working Groups, and disputes between members and Z-NET Uralla and/or Uralla Neighbourhood Centre Inc are to be referred to a community justice centre for mediation in accordance with the Community Justice Centres Act, 1983. |
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4.8 |
Disciplining of members(a) Where the Executive Committee is of the opinion that a member of the Sub-association has: (b) Where the Executive Committee passes a resolution under clause (a) above; the Secretary shall, as soon as practicable, notify the member in writing: (c) At the meeting of the Executive Committee, held in respect to clause (b) above, the Executive Committee shall: (d) A resolution confirmed by the Executive Committee under the aforementioned clause (c) will take immediate effect. |
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4.9 |
Cessation of membershipA person ceases to be a member of Z-NET Uralla if the person: |
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4.10 |
Alternate form of MembershipNon-residents of Uralla and Region, who do not qualify for full membership of Z-NET Uralla, may apply for one of two sub categories of membership – Associate Member or Friends of Z-NET Uralla membership. • Associate Membership is open to persons, with a demonstrated interest in the Vision, Mission and Values of Z-NET Uralla, however are not able to take part in any Working Group task. |
5. The Executive Committee
5.1 |
Functions of the Executive CommitteeThe Executive, subject to these rules and any resolution passed by the Sub-association in general meeting, has the following functions: |
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5.2 |
Roles and Responsibilities of the Executive CommitteeThe Executive, in accordance with Clause 5.1 above, has the following roles and responsibilities: |
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5.3 |
Membership of the Executive CommitteeThe Executive Committee of Z-NET URALLA, elected annually at the Annual General Meeting, will be comprised of the following members: |
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5.4 |
Duties of the Convener of Z-NET Uralla and the Executive CommitteeThe Convener shall preside at meetings of, when available, carry out the titular and ceremonial duties and perform such functions as delegated by the Executive Committee. |
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5.5 |
Duties of the Secretary of the Executive CommitteeThe Secretary shall ensure that records of the business of Z-NET Uralla , including the Principles and Rules, register of members, file of correspondence and minutes of all general and executive committee meetings are kept. Such records, with the exception of the register of members, held in the custody of the Secretary shall be available for inspection by any member. |
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5.6 |
Duties of the Treasurer of the Executive CommitteeThe Treasurer shall ensure that: |
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5.7 |
Chairing of the Executive Committee• The Convener of Z-NET Uralla shall chair the meetings of the Executive Committee in accordance with Sub-Clause 5.4. |
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5.8 |
Meetings of the Executive CommitteeThe Executive Committee of Z-NET Uralla shall: Notice of the meeting Quorum |
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5.9 |
Removal of an Executive Committee memberZ-NET Uralla in general meeting may by resolution remove any member of the Executive Committee, providing notice of the intended resolution is provided to all members prior to the meeting. The member will be provided the opportunity to address the general meeting to make a verbal and/or written presentation to the meeting prior to the taking of the vote on the resolution. |
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5.10 |
Appointments to vacancies for remainder of a termWhen casual vacancy occurs on the Executive Committee that position is filled by the appointment of a replacement of that position at an ordinary meeting for the remainder of the original term of office. |
6. Working Groups
6.1 |
RoleA Working Group is formed, on application of a Team Leader, by the Executive Committee to carry out a specific task or series of tasks that furthers the Vision, Mission and Values of Z-NET Uralla. |
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6.2 |
Creation of a Working GroupAny three members of Z-NET Uralla, through a Team Leader, may form a Working Group by completing a Working Group Plan, or Proposal, and submitting it to the Executive Committee for approval. |
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6.3 |
Scope of Working GroupsWorking Groups will be the main path of delivery of Z-NET Uralla activities and projects. They will encompass specific projects (e.g. curtains, insulation, group buy for solar PV, etc.) as well as cross-cutting activities (e.g. Comms). They will develop the ideas for Z-NET Uralla activities and prepare written plans; deliver project activities; provide input to grant proposals; contribute to general planning such as the Comms plan; provide written reports to the Executive Committee on progress; and provide a delegate to serve on the Executive Committee with Team Leader being a member of the Executive Committee. |
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6.4 |
MeetingsAs the Working Groups are principally outcome focused there does not necessarily need to be formal meetings and minutes. If no formal meetings are held; regular (monthly or quarterly) reports will be required to be made by the delegate to the Executive Committee. If formal meeting are held; the minutes of those meetings are to accompany the delegates report to the Executive Committee. |
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6.5 |
Dissolution of a Working GroupA Working Group will be disbanded if |
7. General Meetings
7.1 |
Chairing of General Meetings• The Convener shall chair the general meetings of Z-NET Uralla in accordance with Sub-Clause 5.4. |
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7.2 |
Annual General Meeting – holding of theWith the exception of the first annual general meeting of Z-NET Uralla, the Sub-association must, at least once each calendar year and within the period of six months after the expiration of each financial year, convene an annual general meeting. The Secretary will provide members with twenty one days written notice. |
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7.3 |
The business of the Annual General Meeting will be to:• confirm the minutes of the last preceding annual general meeting and any special general meetings held since that meeting. |
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7.4 |
Annual General Meeting – Quorum for theThe quorum for the Annual General Meeting shall be the greater of seven or 10% of the registered members of Z-NET Uralla. |
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7.5 |
Special General Meetings – calling of and business atThe Executive Committee may, whenever it considers it necessary, or must, when requested in writing by five members, convene a special meeting of Z-NET Uralla. The written request by members for a special general meeting must: Should the Executive Committee fail to convene a special general meeting within one month of the receipt of the requisition by the Secretary (or date of the last document making up the minimum number of members); any one or more of the members who made the requisition may convene the special general meeting to be held no later than three months after the aforementioned receipt by the Secretary. A special general meeting convened in accordance with the aforementioned clause must be convened as near as is practicable in the same manner as are convened by the Executive Committee Special general meetings require a written notice of fourteen days by the Secretary to the members on the Register of Members unless the nature of the business requires a special resolution, in which case the notice shall be twenty one days. The Notice and Agenda must set out the purpose of the meeting, the date, time and place of the meeting and for the business that requires a special resolution the fact that a special resolution is required. No other business may be transacted. |
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7.6 |
Special General Meeting – Quorum for aThe quorum for the Special General Meeting shall be the greater of seven or 10% of the registered members of Z-NET Uralla |
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7.7 |
General Meetings – ProcedureA quorum is required to start a general meeting and at all times during the business of the meeting. No item of business is to be transacted at a general meeting unless a quorum of members entitled under these rules to vote is present. A lack of quorum at any time during the meeting brings the meeting to a close, unless the lack of quorum is due to the declaration of conflict of interest in which case the matter of that particular business will be deferred to a subsequent meeting and the meeting will continue. If after 30 minutes of advertised starting time, a quorum is still not present: For general meetings that are adjourned for more than fourteen days, the Secretary must give written notice of the adjourned meeting to each registered member of Z-NET Uralla stating the date, time and place of the meeting and the nature of the business to be transacted at the meeting. If a quorum is not present at a adjourned meeting then that meeting is to be dissolved. Business of a General Meeting and determination of questions Voting |
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7.8 |
Appointment of proxiesEach member, in good standing, is entitled to appoint another member of Z-NET Uralla; as proxy by notice to the Secretary no later than 24 hours prior to the time of the meeting in respect of which the proxy is appointed. |
8. Miscellaneous Provisions
8.1 |
ConductZ-NET Uralla members are expected to engage in the projects and the business of the organisation in an ethical and responsible manner. |
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8.2 |
CommitmentMembers are expected to bring commitment to their role and to the pursuit of the Vision, Mission and Values of Z-NET Uralla. |
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8.3 |
Youth InvolvementZ-NET Uralla is committed to encouraging participation in its activities by youth and will provide, where required, properly certified supervision of participants under 18 years of age and encourage family participation in projects that will facilitate parental supervision of minors. |
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8.4 |
Environmental FootprintZ-NET Uralla being mindful of its Vision will whenever possible utilise and encourage the use of electronic means of communication and participation to reduce the carbon footprint of our activities. |
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8.5 |
Funds – source ofThe funds of Z-NET Uralla are to be derived from donations, grants and such other sources as the Executive Committee may determine. The initial management of contracted grant funds will be determined by the MOU between Uralla Neighbourhood Centre Inc and Z-NET Uralla, and the requirement for sub-contracts to undertake grant activities |
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8.6 |
Funds – management ofSubject to any resolution of Z-NET Uralla in general meeting, the funds of the Sub-association are to be used in pursuance of the objectives of the Sub-association in such manner as the Executive Committee determines. |
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8.7 |
Conflicts of interestMembers must declare any conflict of interest in relation to the business of the Z-NET Uralla. |
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8.8 |
Custody of recordsThe Secretary shall keep in his/her custody or under his/her control all records, books and other documents relating to Z-NET Uralla, except for accounting records held by the Treasurer. |
9. Winding up and Dispersal of Assets
Z-NET Uralla may be voluntarily wound up by a special resolution at a special general meeting called for that purpose
In the event of the voluntary winding up: |
10. Alterations to the Principles and Rules for Z-NET Uralla
The statement of Vision, Mission and Values together with the Principal and Rules may be altered, rescinded or added to only by special resolution of a general meeting of Z-NET Uralla |