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THE QUEENSLAND NATURALISTS' CLUB INC. |
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"The poetry of earth
is never dead" - KEATS
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THE QUEENSLAND NATURALISTS' CLUB INC.
1.0
NAME
1.1 The name of the incorporated association shall be The Queensland Naturalists' Club Inc. (Hereafter referred to as "the Club").
2.0
OBJECTS
2.1 To
study all branches of natural history.
2.2. To encourage the
preservation and protection of native flora and fauna and their
environments.
2.3 To
publish worthwhile observations on natural history and to
record Club activities.
3.0
POWERS
3.1 The
Club shall have the power to take over the funds and other
assets and the liabilities of the present unincorporated club known as
The
Queensland Naturalists' Club (hereafter referred to as the
unincorporated
club).
3.2 The
Club shall have the power to print and publish "The
Queensland Naturalist", a Club newsletter ("QNC News") and such
occasional publications as the Club may think desirable for the
promotion of
its objects.
3.3 The
Club shall have the further powers enumerated in sub-clauses
(2)-(17),(19)-(21) and (24) of Clause 3 of the Fourth Schedule to the
Associations Incorporation
Regulations 1982 subject where applicable to
Regulation 32(14) of the Collections Regulations 1975.
4.0
CLASSES OF MEMBERSHIP
4.1 Membership
shall be open to all persons interested in the objects
of the Club.
4.2 The
classes of membership of the Club shall be:
(a) Ordinary
(b) Family
Ordinary
(c) Life
(d) Special
Life
(e) Student
(f) Junior
4.3 Description
of classes of Membership
(a) An Ordinary
Member shall be one normally residing in the area defined as the
Brisbane
telephone district.
(b) A Family Ordinary membership shall be available to a Family unit residing in the area defined as the Brisbane Telephone District. A Family unit is defined as parent(s) and their children up to the age of 18 years
(c) Life Member.
By recommendation of the Council, endorsed at a general meeting, any
Member who
has rendered notable contribution to knowledge of natural history, or
service
to the Club, and in the opinion of the Council is worthy of the honour,
may be
elected a Life Member of the Club.
(d) Special Life
Member. Under special circumstances to be determined by the Council,
any
Member, who has been financial for twenty-five years continuously may
be exempt
from further subscription, and shall be deemed to be a Special Life
Member of
the Club.
(e)
A Student Member shall be a full time bona fide student over 18 years
of age.
(f) A Junior
Member shall be a person under 18 years of age.
4.4 The
number of Members shall be unlimited, with the exception of
Life and Special Life Members, whose numbers shall be limited as
determined
from time to time by the Council.
5.0
MEMBERSHIP
5.1 Every
person who at the date of incorporation of the Club was a
Member of the unincorporated club shall be admitted by the Council to
the same
class of Membership of the Club as that Member held in the
unincorporated club,
with the exception that Joint Ordinary and Joint Country memberships
become
Family Ordinary and Family Country membership. Every Member of the Club
who
previous to his/her agreeing to become a Member of the Club has paid
his/her
subscription due on the first day of July 1985 as a Member of the
unincorporated club shall not be liable to pay any further sum by way
of annual
subscription to the Club for the period prior to the first day of July
1986.
5.2 Life
and Special Life Members of the unincorporated club shall be
deemed to be Life and Special Life Members of the Club. A Life Member
shall be
admitted to the Club as an Ordinary Member who shall be deemed to be
financial
in each year without payment of an annual subscription.
6.0
MEMBERSHIP SUBSCRIPTIONS
6.1 The
annual subscriptions for the various classes of membership of
the Club shall be such as the Council shall from time to time prescribe.
6.2 The
Council may prescribe concessional subscriptions within the
various classes of membership as it may determine from time to time.
6.3 Members
shall be notified of the subscription rates for the
following year not less than twenty-one (21) days prior to the due date.
6.4 All
annual subscriptions shall become due and payable in advance
on the first day of July in every year. A Member shall be deemed
unfinancial if
his/her subscription is not paid by the last day of September in the
same year.
7.0
ADMISSION AND REJECTION OF MEMBERS
7.1 Application
to become a Member shall be in writing and shall be
accompanied by a fee equal to the subscription applicable to the class
of
membership applied for. Each application shall be considered by Council
which
may accept or reject it.
7.2 Applicants
become Members from the date of the Council meeting at
which their application is approved.
7.3 Names
of new Members will be published in the Club's newsletter
("QNC News") following their admission. Unsuccessful applicants will
be forthwith notified in writing of such rejection.
8.0
TERMINATION OF MEMBERSHIP
8.1 A
Member may resign from the Club at any time by giving notice in
writing to the Secretary. Such resignation shall take effect at the
time such
notice is received by the Secretary unless a later date is specified in
the
notice when it will take effect on that later date.
8.2 If
a Member has membership fees in arrears for a period of twelve
months or more the Council shall
consider whether such membership should be terminated.
8.3 If
a Member:
(a)
fails to comply with any of the provisions of these Rules; or
(b) conducts
him/herself in a manner considered to be injurious or prejudicial to
the
character or interests of the Club; the Council shall consider whether
his/her
membership shall be terminated.
9.0
APPEAL AGAINST REJECTION OR TERMINATION OF MEMBERSHIP
9.1 A
person whose application for membership has been rejected or
whose membership has been terminated may within one month of receiving
written
notification thereof, lodge with the Secretary written notice of
his/her
intention to appeal against the decision of the Council.
9.2 Upon
receipt of a notification of intention to appeal against rejection
or termination of membership the Secretary shall convene, within three
months
of the date of receipt by him/her of such notice, a general meeting to
determine the appeal. At any such meeting the applicant shall be given
the
opportunity to fully present his/her case and the Council or those
Members
thereof who rejected the application for membership or terminated the
membership subsequently shall likewise have opportunity of presenting
its or
their case. The appeal shall be determined by vote of the Members
present at
such meeting.
9.3 Where
a person whose application is rejected does not appeal
against the decision of the Council within the time prescribed by these
rules
or so appeals but the appeal is unsuccessful, the Secretary shall
forthwith
refund the amount of any fee paid.
10.0
REGISTER OF MEMBERS
10.1 The
Council shall cause a Register to be kept in which shall be
entered the names and residential addresses of all persons admitted to
membership of the Club and the dates of their admission and any other
details
as deemed necessary by Council.
10.2 The
Register shall be open for inspection at all reasonable times
by any Member who previously applies to the Secretary for such
inspection.
11.0
ANNUAL GENERAL AND GENERAL MEETINGS
11.1 The
first general meeting shall be held at such time, not less
than one month nor more than three months after the incorporation of
the Club,
and at such place as the Council may determine.
11.2 Annual
General Meeting
(a) The annual
general meeting shall be held in February-March of each year.
(b) The business
to be transacted at every annual general meeting shall be:
(i) the
receiving of the Council's report and
the statement of income and expenditure, assets and liabilities and
mortgages,
charges and securities affecting the property of the Club for the
preceding
financial year;
(ii) the
receiving of the auditor's report upon
the books and accounts for the preceding financial year;
(iii) the
election of Members of the Council;
(iv) the
appointment of an auditor; and
(v) such
other business as the Council may
determine.
11.3 Special
General Meeting
The Secretary shall convene a
special general meeting:
(a) when
directed to do so by the Council; or
(b) on the
requisition in writing signed by not less than one-third of the Members
presently on the Council or not less than twenty ordinary Members of
the Club.
Such requisition shall clearly state the reasons why such a special
meeting is
being convened and the nature of the business to be discussed thereat; or
(c) on being
given a notice in writing of an intention to appeal against the
decision of the
Council to reject an application for membership or to terminate the
membership
of any person.
11.4 Quorum
(a) At any
general meeting the number of Members required to constitute a quorum
shall be
twenty (20).
(b) No business
shall be transacted at any general meeting unless a quorum of Members
is present
at the time when the meeting proceeds to business.
11.5 Notice
of Meetings
(a) The
Secretary shall convene all general meetings of the Club by giving not
less
than fourteen (14) days notice of any such meeting to the Members of
the Club.
(b) The manner
by which such notice shall be given shall be determined by the Council;
provided that notice of any meeting convened for the purpose of hearing
and
determining the appeal of a Member against the rejection or termination
of
his/her membership by the Council, shall be given in writing. Notice of
a
general meeting shall clearly state the nature of the business to be
discussed.
11.6 Conduct
of Meetings
Unless otherwise provided by
this Constitution, at every general meeting:
(a) the President shall preside
as Chairman, or if there is no President, or if he/she is not present
within
fifteen minutes after the time appointed for holding the meeting or is
unwilling to act, a Vice-President shall be the Chairman or if a
Vice-President
is not present or is unwilling to act then the Members shall elect one
of their
number to be Chairman of the meeting;
(b) the chairman shall maintain
order and conduct the meeting in a proper and orderly manner;
(c) every question, matter or
resolution shall be decided by a majority of votes of the Members
present or
voting by proxy in the prescribed manner;
(d) every Member shall be
entitled to one vote and in the case of an equality of votes the
Chairman shall
have a second or casting vote. No Member shall be entitled to vote at
any
general meeting if his/her annual subscription is more than three
months in
arrears at the date of the meeting;
(e) voting shall be by show of
hands unless not less than one-fifth of the Members present demand a
ballot, in
which event there shall be a secret ballot. The Chairman shall appoint
two
members to conduct the secret ballot in such manner as he/she shall
determine
and the result of the ballot as declared by the Chairman shall be
deemed to be
the resolution of the meeting at which the ballot was demanded;
(f) a Member may vote in person
or by proxy or by attorney and on a show of hands every person present
who is a
Member shall have one vote and in a secret ballot every Member present
in
person or by proxy or by attorney or other duly authorized
representative shall
have one vote;
(g) the instrument appointing a
proxy shall be in writing, in the common or usual form, under the hand
of the
appointor or his/her attorney duly authorized in writing or, if the
appointor
is a corporation, either under seal or under the hand of the officer or
attorney duly authorized. A proxy shall be a Member of the Club. The
instrument
appointing a proxy shall be deemed to confer authority to demand or
join in
demanding a secret ballot;
(h) where it is desired to
afford Members an opportunity of voting for or against a resolution the
instrument appointing a proxy shall be in the following form or a form
as near
thereto as circumstances permit:
The Queensland
Naturalists' Club Incorporated.
I,
........................ of ......................, being a Member of
the above
mentioned Club, hereby appoint ....................... of
...................... as my proxy to vote for me on my behalf at the
(annual)
general meeting of the Club, to be held on the ...... day of ......
19.. , and
at any adjournment thereof.
Signed this ......
day of ...... 19.. .
Signature.
This form is to
be used:
*
in favour of )
*
against
) the
resolution
* Strike out
whichever is not desired. (Unless otherwise instructed, the proxy may
vote as
he/she thinks fit).
(i) the instrument appointing a
proxy shall be deposited with the Secretary prior to the commencement
of any
meeting at which the person named in the instrument proposes to vote;
and
(j) the Secretary shall cause
full and accurate minutes of all questions, matters, resolutions and
other
proceedings of every Council meeting and General meeting to be entered
in a
book to be open for inspection at all reasonable times by any financial
Member
who previously applies to the Secretary for that inspection. For
purposes of
ensuring the accuracy of the recording of such minutes, the minutes of
every
Council meeting shall be signed by the Chairman of that meeting or the
Chairman
of the next succeeding Council meeting verifying their accuracy.
Similarly, the
minutes of every General meeting shall be signed by the Chairman of
that
meeting or the Chairman of the next succeeding General meeting:
Provided that
the minutes of any annual general meeting shall be signed by the
Chairman of
that meeting or the Chairman of the next succeeding general meeting or
annual
general meeting.
12.0
MEMBERSHIP OF THE COUNCIL
12.1 The Council of the Club
shall consist of the following officers all of whom shall be Members of
the
Club:
President, two Vice-Presidents,
Treasurer, Secretary, Assistant Secretary, Excursion Secretary, Editor,
Newsletter Editor, Librarian, Lanternist, Immediate Past President and
up to an
additional four (4) Councillors.
12.2 At the annual general
meeting of the Club all Members of the Council shall retire from
office, but
shall be eligible upon nomination for re-election except that the
maximum period
of consecutive office of President shall be two (2) years.
12.3 The election of officers
and other Members of the Council shall take place in the following
manner:
(a) any two
Members of the Club shall be at liberty to nominate any other Member to
serve
as an officer or other Member of the Council;
(b) the
nomination, which shall be in writing and signed by the Member and his
proposer
and seconder, shall be lodged with the Secretary at least fourteen days
before
the annual general meeting at which the election is to take place;
(c) balloting
lists shall be prepared (if necessary) containing the names of the
candidates
in alphabetical order, and each Member present at the annual general
meeting
shall be entitled to vote for any number of such candidates not
exceeding the
number of vacancies;
(d) should, at
the commencement of such a meeting, there be an insufficient number of
candidates nominated, nominations may be taken from the floor of the
meeting.
13.0
RESIGNATION OR REMOVAL OF MEMBERS OF THE COUNCIL
13.1 Any Member of the Council
may resign from membership of the Council at any time by giving notice
in
writing to the Secretary. Such resignation shall take effect at the
time such
notice is received by the Secretary unless a later date is specified in
the
notice when it shall take effect on that later date. A Member may be
removed
from office at a general meeting of the Club where that Member shall be
given
the opportunity to present his/her case. The decision to remove a
Council
Member shall be determined by the vote of the Members present at the
general
meeting.
13.2 Any Member of the Council
absent without leave from three consecutive meetings, if the Council
recommend,
shall forfeit his/her seat.
14.0
VACANCIES ON THE COUNCIL
14.1 The Council shall have
power at any time to appoint a Member of the Club to fill any casual
vacancy.
14.2 Where no quorum exists such
Members of the Council as are available may act to increase their
numbers or to
summon a general meeting but for no other purpose.
15.0
FUNCTIONS OF THE COUNCIL
15.1 Except as otherwise
provided by this Constitution and subject to any resolutions of the
Members of
the Club carried at any general meeting the Council:
(a) shall have
the general control and management of the administration of the
affairs,
property and funds of the Club, and
(b) shall have
authority to interpret the meaning of this Constitution and any matter
relating
to the Club on which the Rules are silent.
15.2 The Council may exercise
all the powers of the Club:
(a) to borrow or
raise or secure the payment of money in such manner as the Members of
the Club
may think fit and secure the same or the payment or the performance of
any
debt, liability, contract, guarantee or other engagement incurred or to
be
entered into by the Club in any way and in particular by the issue of
debentures, perpetual or otherwise, charged upon all or any of the
Club's
property, both present and future, and to purchase, redeem or pay off
any such
securities;
(b) to borrow
money from Members at a rate of interest not exceeding interest at the
rate for
the time being charged by bankers in Brisbane for overdrawn accounts on
money
lent, whether the term of the loan be short or long, and to mortgage or
charge
its securities, whether outright or as security for any debt, liability
or
obligation of the Club, and to provide and pay off any such securities;
and
(c) to invest in
such manner as the Members of the Club may from time to time determine.
16.0
MEETINGS OF THE COUNCIL
16.1 The Council shall meet at
least once every two (2) calendar months to exercise its functions.
16.2 A special meeting of the
Council shall be convened by the Secretary on the requisition in
writing signed
by not less than one-third of the Members of the Council. The
requisition shall
clearly state the reasons why such special meeting is being convened
and the
nature of the business to be discussed.
16.3 Not less than seven (7) days
notice shall be given by the Secretary to members of the Council of any special
meeting of the Council. Such notice shall clearly state the nature of
the
business to be discussed.
16.4 At every meeting of the
Council, not less than eight (8) Members elected to the Council shall
constitute a quorum.
16.5 Subject as previously
provided in this Rule, the Council may meet and regulate its
proceedings as it
thinks fit. Questions arising at any meeting of the Council shall be
decided by
a majority of votes and, in the case of equality of votes, the question
shall
be deemed to be decided in the negative.
16.6 A Member of the Council
shall not vote in respect of any contract or proposed contract with the
Club in
which he/she is interested, or any matter arising therefrom, and if
he/she does
so vote his/her vote shall not be counted.
16.7 The President shall preside
as Chairman at every meeting of the Council, or if there is no
President, or if
at any meeting he/she is not present within ten minutes after the time
appointed for the meeting, a Vice-President shall be Chairman or if a
Vice-President is not present the Members may choose one of their
number to be
Chairman of the meeting.
16.8 If within half an hour from
the time appointed for the commencement of a Council meeting a quorum
is not
present, the meeting, if convened upon the requisition of members of
the
Council, shall lapse. In any other case it shall stand adjourned to the
same
day in the next week at the same time and place, or to such other day
and at
such other time and place as the Council may determine, and if at the
adjourned
meeting a quorum is not present within half an hour from the time
appointed for
the meeting, the meeting shall lapse.
16.9 Sub-Committee and
Non-Voting Officers
(a) The Council
may delegate any of its powers to a sub-committee consisting of such
Members of
the Club as the Council shall think fit. In the exercise of powers so
delegated
any such sub-committee shall conform to any regulations imposed on it
by the
Council.
(b) A
sub-committee may elect a Chairman of its meetings. If no such Chairman
is
elected, or if at any meeting the Chairman is not present within ten
minutes
after the time appointed for holding the meeting, the Members present
may
choose one of their number to be Chairman of the meeting.
(c) A
sub-committee may meet and adjourn as it thinks proper. Questions
arising at
any meeting shall be determined by a majority of votes of the Members
present
and, in the case of equality of votes, the question shall be deemed to
be
decided in the negative.
(d) The
appointment of all sub-committees and non-voting officers shall
terminate at
the next Annual General Meeting unless terminated by the Council at an
earlier
date.
16.10 Validation of Acts
Unless otherwise decided by
Council all acts done by any meeting of the Council or of a
sub-committee or by
any person acting as a Member of the Council, shall, notwithstanding
that it is
afterwards discovered that there was some defect in the appointment of
any such
Member of the Council or person acting as aforesaid, or that the
Members of the
Council or any of them were disqualified, be as valid as if every such
person
had been duly appointed and was qualified to be a Member of the Council.
16.11 Resolution in Writing
A resolution in writing signed
by all Members of the Council for the time being entitled to receive
notice of
meeting of the Council shall be valid and effectual as if it had been
passed at
a meeting of the Council duly convened and held. Any such resolution
may
consist of several documents in like form, each signed by one or more
Members
of the Council.
17.0
BY-LAWS
17.1 The Council may from time
to time make, amend and repeal by-laws, not inconsistent with these
Rules, for
the internal management of the Club. Any by-laws may be set aside by a
general
meeting of Members.
18.0
ALTERATION OF RULES
18.1 Subject to the provisions
of the Associations Incorporation Act 1981 these Rules may be amended,
rescinded or added to from time to time by a special resolution carried
at any
general meeting. Such amendment, rescission or addition shall not come
into
force in these Rules unless approved by the Minister for Justice and
Attorney-General, Brisbane.
19.0
COMMON SEAL
19.1 The Council shall provide
for a Common Seal and for its safe custody. The Common Seal shall only
be used
by the authority of the Council and every instrument to which the seal
is
affixed shall be signed by a Member of the Council and shall be
countersigned
by the Secretary or by a second Member of the Council or by some other
person
appointed by the Council for the purpose.
20.0
FUNDS AND ACCOUNTS
20.1 The funds of the Club shall
be deposited in the name of the Club with such banks and financial
institutions
as the Council from time to time shall direct.
20.2 Proper books and accounts
shall be kept and maintained in written, electronic or printed form in
the
English language showing correctly the financial affairs of the Club
and
particulars usually shown in books of a like nature.
All records are to be appropriately archived and stored
separately from the working copies.
20.3 All monies shall be
deposited as soon as practicable after receipt thereof.
20.4 All payments greater than
$100 shall be made by cheque or electronic funds transfer. A negotiable
instrument issued by the Club shall be signed by any
two of the following Club members (a) the President; (b)
the
Secretary; (c) the Treasurer; (d) another Member approved from time to
time by
the Council.
20.5 Cheques shall be crossed
"not negotiable" except those in payment of wages, allowances, or
petty cash recoupments which may be open.
20.6 The Council shall determine
the amount of petty cash which shall be kept on the imprest system.
20.7 All expenditure shall be
approved or ratified at a Council meeting.
20.8 As soon as practicable
after the end of each financial year the Treasurer shall cause to be
prepared a
statement containing particulars of:
(a) the income
and expenditure for the financial year just ended;
(b) the assets
and liabilities and of all mortgages, charges and securities affecting
the
property of the Club at the close of that year.
20.9 All such statements shall
be examined by the auditor who shall present his report to the
Secretary prior
to the holding of the annual general meeting next following the
financial year
in respect of which such audit was made.
20.10 The income and property of
the Club wheresoever derived shall be used and applied solely in
promotion of
its objects and in the exercise of its powers as set out herein and no
portion
thereof shall be distributed, paid or transferred directly or
indirectly by way
of dividend, bonus or otherwise by way of profit to or amongst the
Members of
the Club provided that nothing herein contained shall prevent the
payment in
good faith of interest to any such Member in respect of monies owing by
the
Club to him/her or of remuneration to any officers or servants of the
Club or
to any Member of the Club or other person in return for any services
actually
rendered to the Club provided further that nothing herein contained
shall be
construed so as to prevent the payment or repayment to any Member of
out-of-pocket expenses, money lent, reasonable and proper rent for
premises
demised or left to the Club.
7) EXCURSION/CAMPING RULES AND COLLECTING CONDITIONS
A) Participants
are expected to give full
cooperation at all times to the Club Excursion Secretary and/or
Excursion/Camp Leader appointed to organise excursions. This
includes registering with the leader and giving contact details.
Participants are responsible for their own safety e.g. first aid kit,
suitable clothing, water etc.
B) Neither the Club nor any of its Councillors or delegates accept responsibility for damage or loss to participants, or to their property, when participating in any excursion.
C) Campsites, other venues and associated facilities must be left clean and tidy. All rubbish generated anywhere, including stopping places during walks, must be properly disposed of using camp facilities or taken home.
On private property:- All gates must be left open or closed as found. Disturbance of farm or domestic animals must be avoided. The privacy and property of the host must be respected, including non-wasteful use of water. Vehicles must be driven only on made roads or tracks unless otherwise instructed.
If the slightest twinge of conscience occurs, DON”T DO IT!
D) All human waste must be buried, at least 15cm deep and well away from tracks, campsites, watercourses and drainage channels. Camp toilets must be used when provided.
Bathing or washing of cooking equipment or clothes must always be done well away from streams and lakes and dams. Waterways, including dry ones, must be kept free of all pollutants like soap, detergents, shampoo and food scraps.
E) Fires must only be lit if permitted by the landowner and local authorities. Every precaution must be exercised to prevent the spread of any fires. The fireplace area should be restored as far as possible to the original condition. Using fuel stoves minimises the risk of bushfires and reduces environmental degradation. Local Authority fire bans must be obeyed.
F) Attendance of children is encouraged. They must be supervised. This is a parental responsibility.
G) No pets are to be taken on excursions.
H) Radios etc. must not be audible to other participants.
I) When travelling in convoy each driver must make themselves aware of the final destination. Each vehicle in turn must wait for the following vehicle at all turn-offs. Speed limits must be observed.
J) Participants who wish to leave the group must advise the leader or another responsible person of their intentions.
I) Collection of specimens: Members must observe Local, State and Federal laws concerning the collection of specimens, that is, no specimens shall be taken in National Parks or State Forests without an official permit. No flora or fauna listed in the Queensland Nature Conservation Act , shall be taken on any areas of Crown Land without an official permit. On private property, permission to collect must be obtained from the owner.
Where permits have been obtained and collecting is undertaken, it should be carried out discreetly, and not in sight of the public.
Care should be taken at all times not to cause unnecessary disturbance to flora and fauna.