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ALUMNI & BENEFACTORSBy-Laws |
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UNSW Alumni Association By-Laws (as amended October 2003) 1. Register 1.1 The Board shall cause to be maintained a register of Alumni and Alumni Associates. 1.2 The register shall include the address if any supplied by each Alumnus and Alumni Associate to the Association for giving of notices. 1.3 The register shall include an indication as to which class of membership is appropriate in each case as defined in Part 4 of the Constitution and whether each Alumnus or Alumni Associate has paid or is paying an annual contribution under Chapter 3 of these By-Laws. 2. Elections and Ballots Election of Governors of Board 2.1 An election of Governors of the Board under clause 5.2(a) of the Constitution shall be conducted by postal ballot: (a) prior to the holding of the Annual General Meeting at which the Governors elected in the ballot are to take office; and (b) at a time such that the election of the Executive Committee referred to in By-Laws 2.8 to 2.17 can take place prior to the same Annual General Meeting. 2.2 The terms of office of Governors of the Board elected in accordance with clause 5.2(a) of the Constitution shall commence immediately following the Annual General Meeting. 2.3 At least four months before the election the Board shall set a timetable for the election and appoint a Returning Officer to conduct the election. If the Board fails to set a timetable or appoint a Returning Officer within this time, the Executive Officer may do so. 2.4 Every candidate for the election shall be nominated in writing. Every nomination shall be signed by the candidate and by a proposer and seconder all of whom must be Alumni of the University. Nominations shall be lodged with the Returning Officer by the closing date stated in the timetable referred to in By-Law 2.3. 2.5 In the event that the number of nominations exceeds the number of positions to be filled, a ballot shall be conducted. 2.6 Where a ballot is to be conducted: (a) The Returning Officer shall cause a ballot paper to be posted to each member eligible to vote at the member's last known address. (b) The ballot paper shall be posted at least 21 clear days before the day appointed for the election. (c) The ballot shall otherwise be conducted in accordance with Chapter 3, Division 4 of the University of New South Wales By-law 1996. (d) The ballot shall be counted in accordance with Chapter 3, Division 6 of the University of New South Wales By-law 1996. (e) After the ballot is counted, the Returning Officer shall declare the result. 2.7 Non-receipt by any member of a ballot paper or irregularities occurring in the distribution of ballot papers or in the conduct of the ballot shall not invalidate an election unless in the opinion of the Returning Officer such irregularities would have affected the outcome of the ballot. Election of Executive Committee 2.8 The election of the office bearers referred to in clause 5.7 of the Constitution and the appointment of other Governors to the Executive Committee referred to in clause 6.1 of the Constitution shall take place annually by way of an election: (a) where there is an election of Governors of the Board as referred to in By-Laws 2.1 to 2.7, as soon as practicable after the election of Governors, and at a time such that the terms of office of the members of the Executive Committee can commence immediately following the relevant Annual General Meeting; and (b) otherwise, at a time such that the terms of office of the members of the Executive Committee can commence immediately following the relevant Annual General Meeting. 2.9 The election shall be in respect of four categories of positions: (a) the President; (b) two Vice-Presidents; (c) two Governors appointed by the Board from the University Governors and the Academic Governor; and (d) two other Governors appointed by and from the Board. 2.10 At least two months before the election the Board shall set a timetable for the election and appoint a Returning Officer to conduct the election. If the Board fails to set a timetable or appoint a Returning Officer within this time, the Executive Officer may do so. 2.11 Every candidate for the election shall be nominated in writing. Every nomination shall be signed by the candidate and by a proposer who must be a Governor. Nominations shall be lodged with the Returning Officer by the closing date stated in the timetable referred to in By-Law 2.10. 2.12 A candidate may nominate for more than one category of position. However, a candidate is not entitled to hold more than one position on the Executive Committee. 2.13 In the event that the number of nominations for any category of position exceeds the number of positions to be filled for that category, a ballot shall be conducted in respect of that category. 2.14 Where a ballot is to be conducted: (a) The Returning Officer shall cause a ballot paper to be posted to each Governor. (b) The ballot paper shall be posted at least 21 clear days before the day appointed for the election. (c) For each category of position, the ballot paper shall list the full name of each candidate for the position or positions in that category in alphabetical order. (d) A Governor may validly return his or her ballot paper to the Returning Officer before the close of the ballot by facsimile to a number nominated by the Returning Officer. (e) The ballot shall otherwise be conducted in accordance with Chapter 3, Division 4 of the University of New South Wales By-law 1996. 2.15 The ballot shall be counted in the following manner: (a) The election for the position of President, if one is required, shall be counted first. The count shall be carried out in accordance with the procedure set out in Chapter 3, Division 5 of the University of New South Wales By-law 1996. If the successful candidate has nominated for other categories of positions, that candidate's name shall be excluded from those categories and, in counting the ballot for those categories, any ballot paper which, but for the exclusion, would have counted towards the candidate, shall count towards the continuing candidate next in order of that voter's preference. (b) The election for the positions of the two Vice-Presidents, if one is required, shall be counted next. The count shall be carried out in accordance with the procedure set out in Chapter 3, Division 6 of the University of New South Wales By-law 1996. If either of the successful candidates has nominated for other categories of positions, their name shall be excluded from those categories and, in counting the ballot for those categories, any ballot paper which, but for the exclusion, would have counted towards the candidate, shall count towards the continuing candidate next in order of that voter's preference. (c) The election for the positions of the two Governors appointed by the Board from the University Governors and the Academic Governor, if one is required, shall be counted next. The count shall be carried out in accordance with the procedure set out in Chapter 3, Division 6 of the University of New South Wales By-law 1996. If either of the successful candidates has nominated for the remaining category of position, their name shall be excluded from that category and, in counting the ballot for that category, any ballot paper which, but for the exclusion, would have counted towards the candidate, shall count towards the continuing candidate next in order of that voter's preference. (d) The election for the positions of the two other Governors appointed by and from the Board shall be counted last. The count shall be carried out in accordance with the procedure set out in Chapter 3, Division 6 of the University of New South Wales By-law 1996. (e) In these By-Laws, "continuing candidate" means a candidate not already elected or excluded from the count. 2.16 After the ballot is counted, the Returning Officer shall declare the result. 2.17 Non-receipt by any Governor of a ballot paper or irregularities occurring in the distribution of ballot papers or in the conduct of the ballot shall not invalidate an election unless in the opinion of the Returning Officer such irregularities would have affected the outcome of the ballot. Alteration of Constitution 2.18 A postal ballot for the purpose of amending the Constitution under clause 13.1 of the Constitution shall be conducted in the following way: (a) The Board shall appoint a Returning Officer to conduct the ballot. (b) The Returning Officer shall cause a ballot paper containing the resolution to be posted to each member eligible to vote at the member's last known address. (c) The ballot paper shall be posted at least 28 clear days before the close of the ballot. (d) After the ballot is counted, the Returning Officer shall declare the result. 2.19 Non-receipt by any member of a ballot paper or irregularities occurring in the distribution of ballot papers or in the conduct of the ballot shall not invalidate the ballot unless in the opinion of the Returning Officer such irregularities would have affected the outcome of the ballot. 3. Contributions by Members & Alumni Associates. 3.1 The minimum annual contribution payable by Members (in accordance the clause 4.1(e) of the Constitution) shall be as follows: Individual Membership 1 year - $35 3.2 Notwithstanding that the Board may from time to time amend the figure set in By-Law 3.1 for minimum annual contribution payable by Members, Members may validly pre-pay no more than five years of annual contributions. 3.3 Members and Alumni Associates shall become financial from the date of acceptance of their contribution. 3.4 Members and Alumni Associates shall cease to be financial on failing to pay their contribution within 90 days of the due date. 3.5 The annual contribution shall be subject to periodic review by the Board at intervals not exceeding three years. 3.6 The Board may accept persons as Financial Members or Alumni Associates upon payment of such sums as it deems appropriate. 4. Proceedings at general meetings. 4.1 No business shall be transacted at any General Meeting unless a quorum of Alumni is present at the time when the meeting proceeds to business. Save as herein otherwise provided twenty-five Alumni present in person shall be a quorum. 4.2 If within half an hour from the time appointed for the meeting a quorum is not present, the meeting, if convened upon the requisition of Alumni, shall be dissolved; in any other case it shall stand adjourned to the same hour at the same place 28 days hence (unless decided otherwise and so notified to Alumni by the Board within ten days of the date of the abandoned meeting), and if at the adjourned meeting at least twenty-five Alumni are not present within half an hour from the time appointed for the meeting, the number of persons then present shall constitute the quorum. 4.3 The President shall preside at every General Meeting of the Association, or if there is no President, or the President is either not present within fifteen minutes after the time appointed for the holding of the meeting or is unwilling to act, a Vice-President shall preside or if a Vice-President is not present or is unwilling to act then the Alumni present shall elect one of their number to preside at the meeting. 4.4 Any meeting at which a quorum is present may by a simple majority be adjourned 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. When a meeting is adjourned for thirty days or more, notice of the adjourned meeting shall be given as in the case of an original meeting. Save as aforesaid it shall not be necessary to give any notice of an adjournment or of the business to be transacted at an adjourned meeting. 4.5 At any General Meeting a resolution put to the vote of the meeting shall be decided on the voices or on a show of hands unless a poll is (before or on the declaration of the result) demanded either by the person presiding or by at least one-third of the Alumni present. Unless a poll is so demanded a declaration by the person presiding that a resolution has been carried or carried unanimously, or by a particular majority, or lost, or an entry to that effect in the book containing the minutes of the proceedings of the Association shall be conclusive evidence of the fact, without proof of the number or proportion of the votes recorded in favour of or against the resolution. The demand for a poll may be withdrawn. 4.6 If a poll is duly demanded it shall be taken in such manner and either at once or after an interval or adjournment or otherwise as the person presiding directs, and the result of the poll shall be the resolution of the meeting at which the poll was demanded, but a poll demanded on the election of a person to preside or on a question of adjournment shall be taken forthwith. 4.7 In the case of an equality of votes, whether on a show of hands or on a poll, the person presiding at the meeting at which the show of hands takes place or at which the poll is demanded shall be entitled to a second or casting vote. 5. Alumni Branches, Chapters and Affiliated Organisations Affiliation and Disaffiliation 5.1 An organisation shall be eligible for affiliation with the Alumni Association as a Branch, Chapter or other Affiliated Organisation (referred to in this Chapter of the By-laws under the collective term "Chapter") if: (a) its membership is based predominantly on a faculty, school, professional, vocational, geographic or other University alumni connection; (b) it applies in writing to the Alumni Association for affiliation; and (c) it provides to the Alumni Association a copy of a Constitution that complies with this Chapter of the By-laws. 5.2 An organisation eligible under By-law 5.1 may be accepted for affiliation as a Chapter by resolution of the Board of the Alumni Association carried by a two thirds majority of Governors present and voting. 5.3 A Chapter may be disaffiliated as a Chapter by resolution of the Board of the Alumni Association carried by a two thirds majority of Governors present and voting if: (a) in the opinion of the Board of the Alumni Association the Chapter ceases to be eligible under By-law 5.1; and (b) the Chapter is first given two months' notice that this provision will be invoked, together with an opportunity to show cause why the Chapter should not be disaffiliated. Constitution of Chapter 5.4 Unless the Board of the Alumni Association resolves otherwise, the Constitution of the Chapter shall provide that the Chapter and its members agree to abide by this Chapter of the By-laws. 5.5 The Constitution of the Chapter may contain provisions in addition to the provisions required by this Chapter of the By-laws, so long as the provisions are not inconsistent with the Constitution and By-laws of the Alumni Association. Aims or objects 5.6 The Constitution of the Chapter shall state a set of aims or objects of the Chapter. The aims or objects must not be inconsistent with the objects of the Alumni Association stated in clause 2.1 of the Constitution of the Alumni Association. Powers, property and accounting obligations of Chapter, 5.7 The Chapter shall have powers, subject to the approval of the Board of the Alumni Association or its nominee: (a) to appoint, employ, engage or dismiss such employees or other persons as may be necessary or convenient for the purposes of the Chapter; (b) to sell or otherwise dispose of any part of the property of the Chapter; (c) with the prior agreement of the University to accept any gift of funds or property whether subject to any special trust or not; (d) to take steps by personal or written appeals, public meetings or otherwise, and as are lawful for the purpose of procuring funds to support the work of the Chapter or the Alumni Association; (e) to print and publish any newspapers, periodicals, books or leaflets that the Chapter may think desirable for the promotion of its objects; and (f) to appoint by deed not less than two Executive Committee members to hold any funds, property or rights on trust for the members. 5.8 The Chapter shall have powers, not subject to the approval of the Board of the Alumni Association: (a) to disburse the funds acquired by or on behalf of the Chapter; (b) to invest and deal with the funds and property of the Chapter not immediately required; (c) to appoint and dismiss honorary officers; and (d) to do all such other things as are incidental or conducive to the attainment of the objects and the exercise of the powers of the Chapter. 5.9 The Chapter shall have the right to use the logo of the Alumni Association and the name of the University. 5.10 No remuneration or other benefit in money or money's worth shall be given by the Chapter to any member of the Chapter except repayment of out of pocket expenses or payment in good faith of reasonable remuneration for services rendered by that member to the Chapter. 5.11 Where the Chapter maintains a chequebook, any cheque written by the Chapter shall be signed by two members of the Executive Committee of the Chapter, one of whom shall be the president or head of the Chapter. 5.12 The Chapter shall keep true and fair accounts of the funds received and expended by the Chapter, and of the assets and liabilities of the Chapter. 5.13 The Chapter shall carry out a bank reconciliation every quarter. 5.14 On the prior written request of the Board of the Alumni Association, the Chapter shall have its accounts examined and certified by auditors nominated by the Board of the Alumni Association in consultation with the Executive Committee of the Chapter. 5.15 Subject to any reasonable restrictions as to time and manner, the accounts of the Chapter shall be open for inspection by members of the Chapter and the Board of the Alumni Association. 5.16 Unless the Board of the Alumni Association resolves otherwise, each financial year of the Chapter shall commence and end on the same dates on which the financial year of the University commences and ends. Membership of Chapter 5.17 Subject to By-law 5.18, the Constitution of the Chapter shall state who may be a member of the Chapter and the classes of membership. 5.18 A person must make written application to the Chapter to become a member. 5.19 For Chapters based in Australia, the Board of the Alumni Association in consultation with the Chapter shall decide whether, and if so the conditions under which, the Chapter may raise subscriptions from members. 5.20 For Chapters based outside Australia, the Chapter may raise subscriptions from members subject to the approval of the Board of the Alumni Association or its nominee. 5.21 A member of the Chapter shall not be liable for the debts and liabilities of the Chapter or the costs, charges and expenses of the dissolution of the Chapter. 5.22 A member of the Chapter may resign from the Chapter at any time by giving notice in writing to the Executive Committee of the Chapter. 5.23 A member of the Chapter may be expelled from the Chapter by resolution passed by a majority of not less than two thirds of the members present and voting at a general meeting of the Chapter, but only so long as: (a) the member in the opinion of the Chapter is guilty of conduct which is unbecoming of a member or prejudicial to the interests of the Chapter; and (b) at least 14 days notice is given of the meeting and resolution. Executive Committee 5.24 The Chapter shall be controlled and managed by an Executive Committee elected at the annual general meeting of the Chapter, or as provided for in the Constitution of the Chapter. 5.25 A majority of the Executive Committee shall be alumni. 5.26 The Constitution of the Chapter shall state the positions on the Executive Committee. 5.27 The Constitution of the Chapter shall state the number of members of the Executive Committee that constitutes quorum for a meeting of the Executive Committee. 5.28 If the Chapter, pursuant to the Constitution and By-laws of the Alumni Association, is entitled to nominate a Representative Governor to the Board of the Alumni Association or a representative to any other body, the Executive Committee shall nominate that person or persons and inform the Alumni Association in writing of the name of the person or persons nominated so as to ensure the continuous representation of the Chapter in the Alumni Association. General meetings 5.29 The Chapter shall hold an annual general meeting as soon as practicable, and no later than three months, after the end of each financial year. 5.30 At the annual general meeting: (a) the Executive Committee shall report on its activities since the previous annual general meeting; (b) the Executive Committee shall present financial statements of the prior financial year; and (c) if required, the election of the Executive Committee shall take place. 5.31 Following the annual general meeting, and where possible prior to the annual general meeting of the Alumni Association for that financial year, the Executive Committee shall forward to the Alumni Association a copy of an annual report and financial statements. 5.32 A majority of members of the Executive Committee or any fifty members of the Chapter may requisition an extraordinary general meeting whenever they think fit. 5.33 Members shall be given at least 14 days' notice of an extraordinary general meeting and 21 days' notice of an annual general meeting. 5.34 Only members of the Chapter who are alumni of the University shall have voting rights at any general meeting of, or election for, the Chapter. 5.35 The chair of any general meeting shall ensure that an accurate record of proceedings of those general meetings are kept. Dissolution of Chapter 5.36 The Chapter may be dissolved by a resolution passed by a majority of not less than two thirds of the members present and voting thereon at a general meeting of the Chapter of which not less than 21 days' written notice has been given, or by a majority of not less than two thirds of the members responding in a postal ballot. 5.37 If the Chapter does not hold an annual general meeting for two consecutive years, the Chapter may be dissolved by a resolution of the Board of the Alumni Association, but only so long as at least two months' written notice is given to the Chapter of the proposed resolution. 5.38 If upon the dissolution of the Chapter there remains after satisfaction of all liabilities any funds or property, the funds or property shall be transferred to the Alumni Association. Liability and indemnity 5.39 The members of the Executive Committee of the Chapter shall be indemnified out of the assets of the Alumni Association against any reasonable costs incurred by them in defending any proceedings, whether civil or criminal, arising out of the performance of their duties and in which judgment is given in their favour or in which they are acquitted in connection with any application in which relief is granted to them by a court. A member of the Executive Committee of the Chapter may not be indemnified in respect of any proven negligence, breach of duty or breach of trust. Alteration of Constitution of Chapter 5.40 The Constitution of the Chapter may, with the prior written consent of the Board of the Alumni Association, be amended or repealed by a majority of not less than two thirds of the members of the Chapter present and voting at a general meeting of the Chapter of which not less than 21 days' notice has been given, or by a majority of not less than two thirds of the members responding in a postal ballot. Responsibilities of Alumni Association 5.41 The Board of the Alumni Association shall use its best endeavours to afford insurance protection, under its agreements with the University, to the officers and activities of Chapters. 5.42 The Alumni Association shall include in its annual report to the Council of the University a summary of the officers and principal activities of Chapters. Representation on Board of Alumni Association 5.43 Pursuant to clauses 5.2(b) and 5.12(a) and (b) of the Constitution of the Alumni Association, a Chapter that has at least 30 members who are members of the Alumni Association shall be entitled to nominate one Representative Governor to the Board of the Alumni Association. Amendment of Chapter 5 of By-laws 5.44 If this Chapter of the By-laws is amended, the Alumni Association shall consult with the Chapter to determine the effect of the amendment on the Constitution of the Chapter. 6. Alumni Associates 6.1 Alumni Associates may be Emeritus, retired or former members of staff of UNSW or its precedent institutions, former students, present students, persons who have pursued or are pursuing non-award or non-graduating programs at UNSW or its precedent institutions, family members of the fore-going, or any person demonstrating a committed, supportive interest in UNSW and/or the Alumni Association. 6.2 Such persons who make written application with payment to the Alumni Association Executive Officer (or a nominee or nominees appointed from time to time by the Board) wishing to be designated as Alumni Associates and who in the opinion of the officer (or nominee) are of good fame and character and who pay the minimum annual contribution specified in chapter 3 of these By-Laws shall be designated as Alumni Associates. 6.3 The Board may designate as an Honorary Alumni Associate, subject to their acceptance of the nomination, any person who in the opinion of the Board has demonstrated an outstanding committed and supportive interest in the University of New South Wales and/or the Alumni Association. The Board shall determine the term of appointment of an Honorary Alumni Associate and no annual financial contribution (as specified in Chapter 3 of these By-Laws) shall be required from an Honorary Alumni Associate. 6.4 Designated Alumni Associates shall receive the same notices and benefits as Members of the Alumni Association (excluding those liabilities and privileges in the nature of membership of the Association as set out in the Constitution). 6.5 (a) If any Alumni Associate shall, in the opinion of the Board, be guilty of any conduct which is unbecoming of an Alumni Associate or prejudicial to the interests of the Association, the Board shall have power by resolution to withdraw the person's designation as an Alumni Associate. (b) At least one week before the meeting of the Board at which a resolution for withdrawal of such designation is to be considered, the Board shall give to the Alumni Associate notice of: (1) the date, place and time of such meeting; (2) what is alleged against the Alumni Associate; and (3) the resolution for withdrawal of designation to be considered at the meeting. (c) The Alumni Associates shall, at such meeting, and before consideration of the resolution, have an opportunity to give orally or in writing any explanation of such conduct. 6.6 (a) Persons enrolled at UNSW in a degree or in a non-award program are eligible to be Student Alumni Associates during the period of their enrolment. Such persons who are notified of their eligibility shall be Student Alumni Associates unless and until they indicate to the Executive Officer of the Association that they do not wish to remain Student Alumni Associates (b) Student Alumni Associates shall be entitled to such benefits (excluding those in the nature of membership of the Association) as the Board may from time to time determine. (c) No annual contribution (as specified in Chapter 3 of these By-laws) shall be required from Student Alumni Associates for the benefit of being a Student Alumni Associate. (d) A Member may, pursuant to By-law 6.6 (a), be a Student Alumni Associate. However, any contribution payable by the Member is not avoided because he or she is a Student Alumni Associate. |
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